UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 6)*
Westwood One, Inc.
(Name of Issuer)
Common Stock, Par Value $.01 Per Share
(Title of Class of Securities)
961815107
(CUSIP Number)
Sumner M. Redstone
National Amusements, Inc.
200 Elm Street
Dedham, Massachusetts 02026
Telephone: (781) 461-1600
with a copy to:
Louis J. Briskman, Esq.
CBS Corporation
51 West 52nd Street
New York, New York 10019
Telephone: (212) 975-4321
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
April 11, 2007
(Date of Event Which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because § 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g) check the following box [ ].
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See § 240.13d-7(b) for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 2 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CBS RADIO NETWORK INC. I.R.S. Identification No. 52-1859471 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 16,000,000 | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 16,000,000 | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,000,000 | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.5% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 3 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CBS RADIO MEDIA CORPORATION I.R.S. Identification No. 13-2766282 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 16,000,000 | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 16,000,000 | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,000,000 | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 18.5% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 4 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CBS RADIO INC. I.R.S. Identification No. 13-4142467 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 5 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CBS BROADCASTING INC. I.R.S. Identification No. 13-0590730 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION New York | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 6 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
WESTINGHOUSE CBS HOLDING COMPANY, INC. I.R.S. Identification No. 25-1776511 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 7 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
CBS CORPORATION I.R.S. Identification No. 04-2949533 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 8 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
NAIRI, INC. I.R.S. Identification No. 04-3446887 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Delaware | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 9 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
NATIONAL AMUSEMENTS, INC. I.R.S. Identification No. 04-2261332 | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION Maryland | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) CO | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
SCHEDULE 13D
CUSIP No. 961815107 |
|
Page 10 of 36 Pages |
1 |
NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
SUMNER M. REDSTONE | ||||
2 |
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) (a) [ ] (b) [ ] | ||||
3 |
SEC USE ONLY
| ||||
4 |
SOURCE OF FUNDS (See Instructions) OO | ||||
5 |
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e) |
[ ] | |||
6 |
CITIZENSHIP OR PLACE OF ORGANIZATION United States | ||||
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH |
7 |
SOLE VOTING POWER
| |||
8 |
SHARED VOTING POWER 18,000,000* | ||||
9 |
SOLE DISPOSITIVE POWER
| ||||
10 |
SHARED DISPOSITIVE POWER 18,000,000* | ||||
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 18,000,000* | ||||
12 |
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (See Instructions) |
[ ] | |||
13 |
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 20.4% | ||||
14 |
TYPE OF REPORTING PERSON (See Instructions) IN | ||||
* Includes 2,000,000 shares underlying warrants that may become exercisable in the next 60 days.
Item 1. |
Security and Issuer |
This Amendment No. 6 (this Amendment) amends and supplements the Statement on Schedule 13D originally filed with the Securities and Exchange Commission (the SEC) on May 15, 2000, as amended (the Schedule 13D), with respect to the Common Stock, par value $.01 per share (the Common Shares), of Westwood One, Inc., a Delaware corporation (Westwood or the Issuer), with its principal executive office located at 40 West 57th Street, New York, New York 10019. Capitalized terms used but not defined herein shall have the meanings attributed to them in the Schedule 13D.
Item 2. |
Identity and Background |
Item 2 is amended and restated in its entirety as follows:
This Statement is filed by CBS Radio Network Inc. (CRNI), CBS Radio Media Corporation (CRMC), CBS Radio Inc. (CBS Radio), CBS Broadcasting Inc. (CBSBI), Westinghouse CBS Holding Company, Inc. (W/CBS HCI), CBS Corporation (CBS), NAIRI, Inc. (NAIRI), National Amusements, Inc. (NAI) and Mr. Sumner M. Redstone (Mr. Redstone) (collectively, the Reporting Persons).
CRNI, a Delaware corporation, has its principal executive office at 1515 Broadway, New York, New York 10036. CRNIs principal business is radio broadcasting. 100% of the issued and outstanding stock of CRNI is owned by CRMC.
CRMC, a Delaware corporation, has its principal executive office at 1515 Broadway, New York, New York 10036. CRMCs principal business is radio broadcasting. 100% of the issued and outstanding stock of CRMC is owned by CBS Radio.
CBS Radio, a Delaware corporation, has its principal executive office at 1515 Broadway, New York, New York 10036. CBS Radios principal business is radio broadcasting. 100% of the outstanding stock of CBS Radio is owned by CBSBI.
CBSBI, a New York corporation, has its principal executive office at 51 West 52nd Street, New York, New York 10019. CBSBIs principal businesses are the CBS television network and television broadcasting. 100% of the issued and outstanding stock of CBSBI is owned by W/CBS HCI.
W/CBS HCI, a Delaware corporation, has its principal executive office at 51 West 52nd Street, New York, New York 10019. W/CBS HCIs principal business is television broadcasting. 100% of the issued and outstanding stock of W/CBS HCI is owned by CBS.
CBS, a Delaware corporation, has its principal executive office at 51 West 52nd Street, New York, New York 10019, and is a worldwide entertainment company. At March 30, 2007, approximately 76% of CBS's Class A Common Stock, par value $.001 per share, and approximately 12% (on a combined basis) of CBS's Class A Common Stock and non-voting Class B Common Stock, par value $.001 per share, were owned by NAIRI.
NAIRI, a Delaware corporation, has its principal office at 200 Elm Street, Dedham, Massachusetts 02026 and is a company owning and operating movie theaters in the United States whose main assets include its shares of CBS Class A Common Stock and Class B Common Stock. 100% of the issued and outstanding stock of NAIRI is owned by NAI.
NAI, a Maryland corporation, has its principal office at 200 Elm Street, Dedham, Massachusetts 02026. NAIs principal businesses are owning and operating movie theaters in the United States, United Kingdom, Russia and South America and holding the common stock of NAIRI. Mr. Redstone is the controlling shareholder of NAI.
Page 11 of 34
Sumner M. Redstone is an individual whose business address is c/o National Amusements, Inc., 200 Elm Street, Dedham, Massachusetts 02026. Mr. Redstones principal occupation is Executive Chairman of the Board of CBS, Chairman of the Board and Chief Executive Officer of NAI and Chairman and President of NAIRI.
The executive officers and directors of CRNI, CRMC, CBS Radio, CBSBI, W/CBS HCI, CBS, NAIRI and NAI, as of April 16, 2007, are set forth on Schedules I through VIII attached hereto, containing the following information with respect to each such person:
|
(a) |
Name; |
|
(b) |
Residence or business address; and |
|
(c) |
Present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is conducted. |
During the last five years, none of the Reporting Persons or any person named in any of Schedules I through VIII attached hereto has been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Each person identified on Schedules I through VIII attached hereto is a citizen of the United States.
Item 4. |
Purpose of Transaction |
Item 4 is amended as follows:
On April 12, 2007, CBS Radio and the Strategic Review Committee of the Board of Directors of the Issuer, on behalf of the Issuer, entered into a non-binding letter of intent (the LOI) for the termination, or modification and extension, of certain terms under existing management agreement, representation agreement and other related programming agreements and arrangements between CBS Radio and the Issuer, which agreements are scheduled to expire on March 31, 2009. Consummation of the transactions contemplated by the LOI will be subject to the negotiation and execution of definitive documentation with terms satisfactory to CBS Radio and the Issuer, corporate approvals by the Issuer and CBS Radio and approval by the affirmative vote of the Issuers stockholders representing a majority of the Common Shares and Class B Stock, which are not owned by CBS Radio or its affiliates, voting together as a single class.
The LOI provides for, among other things, the following terms, which will only become effective and are conditioned upon consummation of the transactions pursuant to definitive documentation and the described approvals:
|
|
Management: The existing management agreement between CBS Radio and the Issuer will terminate. The Issuer will manage its business directly and separate from CBS Radio and employ all of its own officers. CBS Radio will not have representatives on the board of directors of the Issuer. |
|
|
Securities of Issuer: The Issuer will retire all warrants held by CBS Radio with respect to the issuance of Common Shares. CBS will agree to a standstill with respect to the sale of the Common Shares owned by the Reporting Persons, which standstill will terminate on the earlier of (i) six months following the effectiveness of definitive documentation and (ii) December 31, 2007. The existing registration rights agreement between CBS Radio and the Issuer will terminate, and CBS will receive registration rights with respect to the Common Shares owned by the Reporting Persons, effective following the standstill. |
Page 12 of 34
The LOI does not set forth all of the matters upon which agreement must be reached in order to finalize definitive documentation. There is no guarantee that the definitive documentation contemplated by the LOI will be entered into by the Issuer and CBS Radio, any definitive documentation as finally executed will reflect the terms summarized in this Item 4 or the approvals required for the execution of definitive documentation will be obtained.
The Reporting Persons have no current plan or proposal that relates to, or would result in, any of the actions enumerated in subparagraphs (a) through (j) of Item 4 of Schedule 13D, other than as set forth in this Item 4; however, the Reporting Persons may, at any time and from time to time, purchase additional Common Shares of the Issuer and may dispose of any and all Common Shares of the Issuer held by them, subject to any limitations set forth in applicable agreements.
Item 6. |
Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer |
Item 6 is amended as follows:
The information set forth under Item 4 of this Amendment is incorporated by reference into Item 6. Except as described in Item 4 of the Schedule 13D, none of the Reporting Persons have entered into or amended any existing agreement with respect to the Common Shares or other securities of the Issuer since the prior statements on and amendments to Schedule 13D filed by certain of the Reporting Persons and any of their predecessors.
Item 7. |
Material to Be Filed as Exhibits |
1. |
Joint Filing Agreement, dated April 16, 2007, among CBS Radio Network Inc., CBS Radio Media Corporation, CBS Radio Inc., CBS Broadcasting Inc., Westinghouse CBS Holding Company, Inc., CBS Corporation, NAIRI, Inc., National Amusements, Inc. and Sumner M. Redstone (filed herewith). |
|
Page 13 of 34 |
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Pursuant to Rule 13d-1(k)(1), each of the undersigned agrees that this statement is filed on behalf of each of us.
Dated: April 16, 2007
CBS RADIO NETWORK INC. |
|
By: /s/ WALTER BERGER |
Name: Walter Berger |
Title: Executive Vice President and Chief Financial Officer |
|
|
CBS RADIO MEDIA CORPORATION |
|
By: /s/ WALTER BERGER |
Name: Walter Berger |
Title: Executive Vice President and Chief Financial Officer |
|
|
CBS RADIO INC. |
|
By: /s/ WALTER BERGER |
Name: Walter Berger |
Title: Executive Vice President and Chief Financial Officer |
|
|
CBS BROADCASTING INC. |
|
By: /s/ ANGELINE C. STRAKA |
Name: Angeline C. Straka |
Title: Senior Vice President and Secretary |
|
|
WESTINGHOUSE CBS HOLDING COMPANY, INC. |
|
By: /s/ ANGELINE C. STRAKA |
Name: Angeline C. Straka |
Title: Senior Vice President and Secretary |
|
|
CBS CORPORATION |
|
By: /s/ ANGELINE C. STRAKA |
Name: Angeline C. Straka |
Title: Senior Vice President, Deputy General Counsel and Secretary |
|
|
Page 14 of 34 |
|
NAIRI, INC. |
|
By: /s/ SUMNER M. REDSTONE |
Name: Sumner M. Redstone |
Title: Chairman and President |
|
|
NATIONAL AMUSEMENTS, INC. |
|
By: /s/ SUMNER M. REDSTONE |
Name: Sumner M. Redstone |
Title: Chairman and Chief Executive Officer |
|
|
/s/ SUMNER M. REDSTONE |
Name: Sumner M. Redstone |
Individually |
|
Page 15 of 34 |
SCHEDULE I
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Network Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Louis J. Briskman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Dan Mason President and Chief Executive Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
President and Chief Executive Officer CBS Radio Inc. 1515 Broadway New York, NY 10036
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019
|
Louis J. Briskman Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 16 of 34
SCHEDULE I
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Network Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
| |||
Joseph R. Ianniello Senior Vice President and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
| |||
Martin D. Franks Executive Vice President |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Planning, Policy and Government Relations CBS Corporation 51 West 52nd Street New York, NY 10019 | |||
|
|
| |||
Walter Berger Executive Vice President and Chief Financial Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
Executive Vice President and Chief Financial officer CBS Radio Inc. 1515 Broadway New York, NY 10036 | |||
|
|
| |||
Angeline C. Straka Senior Vice President and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019
|
| ||
Susan C. Gordon Senior Vice President and Controller |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
| ||
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019 |
| ||
Page 17 of 34
SCHEDULE II
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Media Corporation
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Louis J. Briskman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Dan Mason President and Chief Executive Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
President and Chief Executive Officer CBS Radio Inc. 1515 Broadway New York, NY 10036
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019
|
Louis J. Briskman Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Page 18 of 34
SCHEDULE II
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Media Corporation
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Martin D. Franks Executive Vice President
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Planning, Policy and Government Relations CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello Senior Vice President and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Walter Berger Executive Vice President and Chief Financial Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
Executive Vice President and Chief Financial officer CBS Radio Inc. 1515 Broadway New York, NY 10036
|
Angeline C. Straka Senior Vice President and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon Senior Vice President and Controller |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 19 of 34
SCHEDULE III
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Louis J. Briskman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and |
Dan Mason President and Chief Executive Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
President and Chief Executive Officer CBS Radio Inc. 1515 Broadway New York, NY 10036
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019
|
Louis J. Briskman Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 20 of 34
SCHEDULE III
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Radio Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Joseph R. Ianniello Senior Vice President and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Walter Berger Executive Vice President and Chief Financial Officer |
CBS Radio Inc. 1515 Broadway New York, NY 10036 |
Executive Vice President and Chief Financial Officer CBS Radio Inc. 1515 Broadway New York, NY 10036 |
|
|
|
Martin D. Franks Executive Vice President
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Planning, Policy and Government Relations CBS Corporation 51 West 52nd Street New York, NY 10019 |
|
|
|
Angeline C. Straka Senior Vice President and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon Senior Vice President and Controller |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 21 of 34
SCHEDULE IV
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Broadcasting Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Louis J. Briskman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and |
Leslie Moonves President |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
President and Chief Executive Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019
|
Louis J. Briskman Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Harry Isaacs Executive Vice President |
CBS Broadcasting Inc. 7800 Beverly Boulevard Los Angeles, CA 90036 |
Senior Vice President, Industrial Relations CBS Broadcasting Inc. 51 West 52nd Street New York, NY 10019 |
Page 22 of 34
SCHEDULE IV
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Broadcasting Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and |
|
|
|
Fredric G. Reynolds Executive Vice President |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Jonathan H. Anschell Executive Vice President, General Counsel and Assistant Secretary |
CBS Broadcasting Inc. 7800 Beverly Boulevard Los Angeles, CA 90036 |
Executive Vice President and General Counsel CBS Broadcasting Inc. 51 West 52nd Street New York, NY 10019 |
|
|
|
Sean McManus Executive Vice President |
CBS News and Sports 51 West 52nd Street New York, NY 10019 |
President, CBS News and Sports CBS Corporation 51 West 52nd Street New York, NY 10019 |
|
|
|
Armando Nunez Executive Vice President |
CBS Paramount International Television 5555 Melrose Avenue Los Angeles, CA 90038 |
President, CBS Paramount International Television CBS Corporation 5555 Melrose Avenue Los Angeles, CA 90038 |
|
|
|
Bruce C. Taub Executive Vice President and Chief Financial Officer |
CBS Television 51 West 52nd Street New York, NY 10019 |
Executive Vice President Operations, CFO, CBS Television CBS Corporation 51 West 52nd Street New York, NY 10019 |
|
|
|
Nancy Tellem Executive Vice President |
CBS Paramount Network Television Entertainment Group 7800 Beverly Boulevard Los Angeles, CA 90036 |
President CBS Paramount Network Television Entertainment Group 7800 Beverly Boulevard Los Angeles, CA 90036 |
|
|
|
Susan C. Gordon Senior Vice President and Controller |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello Senior Vice President and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 23 of 34
SCHEDULE IV
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Broadcasting Inc.
Name |
Business Address |
Present Principal Occupation or Employment and
|
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Angeline C. Straka Senior Vice President and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 24 of 34
SCHEDULE V
Name, business address and present principal occupation or
employment of the directors and executive officers of
Westinghouse CBS Holding Company, Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and |
Louis J. Briskman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Susan C. Gordon |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and |
Leslie Moonves Chairman |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
President and Chief Executive Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds President |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019
|
Page 25 of 34
SCHEDULE V
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
Westinghouse CBS Holding Company, Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Louis J. Briskman Executive Vice President and Assistant Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Jonathan H. Anschell Executive Vice President, General Counsel and Assistant Secretary |
CBS Broadcasting Inc. 7800 Beverly Boulevard Los Angeles, CA 90036 |
Executive Vice President and General Counsel CBS Broadcasting Inc. 51 West 52nd Street New York, NY 10019 |
|
|
|
Susan C. Gordon Senior Vice President |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Joseph R. Ianniello Senior Vice President and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Angeline C. Straka Senior Vice President and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 26 of 34
SCHEDULE VI
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Corporation
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Sumner M. Redstone |
CBS Corporation 1515 Broadway New York, NY 10036 |
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. CBS Corporation 1515 Broadway New York, NY 10036
|
David R. Andelman |
Lourie and Cutler, P.C. 60 State Street Boston, MA 02109 |
Attorney Lourie and Cutler, P.C. 60 State Street Boston, MA 02109
|
Joseph A. Califano, Jr. |
The National Center on Addiction and Substance Abuse at Columbia University 633 Third Avenue, 19th Floor New York, NY 10017 |
Chairman and President The National Center on Addiction and Substance Abuse at Columbia University 633 Third Avenue, 19th Floor New York, NY 10017
|
William S. Cohen |
The Cohen Group 1200 19th Street, N.W. Suite 400 Washington, D.C. 20036 |
Chairman and Chief Executive Officer The Cohen Group 1200 19th Street, N.W. Suite 400 Washington, D.C. 20036 |
|
|
|
Gary L. Countryman |
Liberty Mutual 175 Berkeley Street Boston, MA 02116 |
Chairman Emeritus Liberty Mutual 175 Berkeley Street Boston, MA 02116 |
|
|
|
Charles K. Gifford |
Bank of America 100 Federal Street Boston, MA 02110 |
Chairman Emeritus Bank of America 100 Federal Street Boston, MA 02110 |
|
|
|
Leonard Goldberg |
Mandy Films 9201 Wilshire Boulevard, Suite 206 Beverly Hills, CA 90210
|
President Mandy Films 9201 Wilshire Boulevard, Suite 206 Beverly Hills, CA 90210
|
Page 27 of 34
SCHEDULE VI
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Corporation
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Bruce S. Gordon |
c/o CBS Corporation 51 West 52nd Street New York, NY 10019
|
Former President and Chief Executive Officer of National Association for the Advancement of Colored People c/o CBS Corporation 51 West 52nd Street New York, NY 10019
|
Linda M. Griego |
Griego Enterprises, Inc. 644 South Figueroa Street Los Angeles, CA 90017 |
President and Chief Executive Officer Griego Enterprises, Inc. 644 South Figueroa Street Los Angeles, CA 90017 |
|
|
|
Arnold Kopelson |
Kopelson Entertainment 1900 Avenue of the Stars, Suite 500 Los Angeles, CA 90067 |
Co-Chairman & President Kopelson Entertainment 1900 Avenue of the Stars, Suite 500 Los Angeles, CA 90067 |
|
|
|
Doug Morris |
Universal Music Group 1755 Broadway 7th Floor New York, NY 10019 |
Chairman & CEO 1755 Broadway 7th Floor New York, NY 10019 |
|
|
|
Leslie Moonves |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
President and Chief Executive Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Shari E. Redstone |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
President of National Amusements, Inc. and Executive Vice President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Page 28 of 34
SCHEDULE VI
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Corporation
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and |
Sumner M. Redstone Executive Chairman of the Board |
CBS Corporation 1515 Broadway New York, NY 10036 |
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. CBS Corporation 1515 Broadway New York, NY 10036 |
Leslie Moonves President and Chief Executive Officer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
President and Chief Executive Officer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Anthony G. Ambrosio Executive Vice President, Human Resources and Administration
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Human Resources and Administration CBS Corporation 51 West 52nd Street New York, NY 10019 |
Louis J. Briskman Executive Vice President and General Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and General Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Martin D. Franks Executive Vice President, Planning, Policy and Government Relations
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Planning, Policy and Government Relations CBS Corporation 51 West 52nd Street New York, NY 10019 |
Susan C. Gordon Senior Vice President, Controller and Chief Accounting Officer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Controller and Chief Accounting Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 29 of 34
SCHEDULE VI
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
CBS Corporation
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Joseph R. Ianniello Senior Vice President, Finance and Treasurer |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Finance and Treasurer CBS Corporation 51 West 52nd Street New York, NY 10019
|
Richard M. Jones Senior Vice President and General Tax Counsel |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President and General Tax Counsel CBS Corporation 51 West 52nd Street New York, NY 10019
|
Fredric G. Reynolds Executive Vice President and Chief Financial Officer
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President and Chief Financial Officer CBS Corporation 51 West 52nd Street New York, NY 10019 |
Gil Schwartz Executive Vice President, Corporate Communications
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Corporate Communications CBS Corporation 51 West 52nd Street New York, NY 10019 |
Martin M. Shea Executive Vice President, Investor Relations
|
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Executive Vice President, Investor Relations CBS Corporation 51 West 52nd Street New York, NY 10019 |
Angeline C. Straka Senior Vice President, Deputy General Counsel and Secretary |
CBS Corporation 51 West 52nd Street New York, NY 10019 |
Senior Vice President, Deputy General Counsel and Secretary CBS Corporation 51 West 52nd Street New York, NY 10019 |
Page 30 of 34
SCHEDULE VII
Name, business address and present principal occupation or
employment of the directors and executive officers of
NAIRI, Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
George S. Abrams |
Winer & Abrams 60 State Street Boston, MA 02109 |
Attorney Winer & Abrams 60 State Street Boston, MA 02109
|
David R. Andelman |
Lourie and Cutler, P.C. 60 State Street Boston, MA 02109 |
Attorney Lourie and Cutler, P.C. 60 State Street Boston, MA 02109
|
Philippe P. Dauman |
Viacom Inc. 1515 Broadway New York, NY 10036 |
President and Chief Executive Officer Viacom Inc. 1515 Broadway New York, NY 10036
|
Shari E. Redstone |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
President of National Amusements, Inc. and Executive Vice President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Sumner M. Redstone |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Page 31 of 34
SCHEDULE VII
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
NAIRI, Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Sumner M. Redstone Chairman and President |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Shari E. Redstone Executive Vice President |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
President of National Amusements, Inc. and Executive Vice President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Jerome Magner Vice President and Treasurer |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Vice President and Treasurer of National Amusements, Inc. and NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Richard Sherman Vice President and Assistant Secretary |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Vice President of National Amusements, Inc. and NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Tilly Berman Secretary |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Secretary National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Page 32 of 34
SCHEDULE VIII
Name, business address and present principal occupation or
employment of the directors and executive officers of
National Amusements, Inc.
DIRECTORS
Name |
Business Address |
Present Principal Occupation or Employment and
|
George S. Abrams |
Winer & Abrams 60 State Street Boston, MA 02109 |
Attorney Winer & Abrams 60 State Street Boston, MA 02109
|
David R. Andelman |
Lourie and Cutler, P.C. 60 State Street Boston, MA 02109 |
Attorney Lourie and Cutler, P.C. 60 State Street Boston, MA 02109
|
Philippe P. Dauman |
Viacom Inc. 1515 Broadway New York, NY 10036 |
President and Chief Executive Officer Viacom Inc. 1515 Broadway New York, NY 10036
|
Shari E. Redstone |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
President of National Amusements, Inc. and Executive Vice President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Sumner M. Redstone |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Page 33 of 34
SCHEDULE VIII
(Continued)
Name, business address and present principal occupation or
employment of the directors and executive officers of
National Amusements, Inc.
EXECUTIVE OFFICERS
Name |
Business Address |
Present Principal Occupation or Employment and
|
Sumner M. Redstone Chairman and Chief Executive Officer |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Executive Chairman of the Board of CBS Corporation, Chairman and Chief Executive Officer of National Amusements, Inc. and Chairman and President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Shari E. Redstone President |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
President of National Amusements, Inc. and Executive Vice President of NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Jerome Magner Vice President and Treasurer |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Vice President and Treasurer of National Amusements, Inc. and NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Richard Sherman Vice President and Assistant Secretary |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Vice President of National Amusements, Inc. and NAIRI, Inc. National Amusements, Inc. 200 Elm Street Dedham, MA 02026
|
Tilly Berman Secretary |
National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Secretary National Amusements, Inc. 200 Elm Street Dedham, MA 02026 |
Page 34 of 34