This should give the Discovery chief a little more job security at a time when the air is filled with deal talk following Comcast’s $42.5B agreement to buy Time Warner Cable. Liberty Media Chairman John Malone gave significant rights to his Class B shares — equal to about 29.5% of Discovery’s total votes — to David Zaslav in a February 13 arrangement just disclosed in an SEC filing. The Discovery CEO can vote them if Malone doesn’t choose to do so. And Zaslav has exclusive rights to buy them if Malone decides to sell. They’ll negotiate a price and, if they can’t agree, Zaslav has a right to match any deal Malone negotiates with someone else. The agreement is only good as long as Zaslav is CEO or on Discovery’s board. It recognizes “your successful tenure with Discovery” and expectation that it will continue under a new contract that runs to the end of 2019. There are a few caveats, though. The agreement doesn’t apply if someone buys Discovery, and Zaslav can’t give anyone else the rights to Malone’s shares. Malone controlled 6.1M Class B shares — about 93% of the total — when Discovery filed its latest proxy statement last year. The B shares have 10 votes apiece compared with 1 for each of the publicly traded A shares.
By DAVID LIEBERMAN, Financial Editor | Tuesday February 18, 2014 @ 6:13pm ESTTags: Big Deals TV, David Zaslav, Discovery Communications, John Malone
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This article was printed from http://www.deadline.com/2014/02/john-malone-gives-discovery-stock-voting-and-purchase-rights-to-ceo-david-zaslav/