The CBS board of directors has denied former chairman-CEO Leslie Moonves any of the $120 million severance he was due under his employment contract after conducting a five-month internal probe of his conduct and the corporate culture at CBS Corp.
“We have determined that there are grounds to terminate for cause, including his willful and material misfeasance, violation of Company policies, and breach of his employment contract, as well as his willful failure to cooperate fully with the Company’s investigation. Mr. Moonves will not receive any severance payment from the Company,” the board said in a statement on Monday.
CBS’ longtime leader was forced out on Sept. 9 amid a cascade of sexual assault and misconduct allegations. The probe reportedly found damning allegations of Moonves abusing his power as CEO and engaging in shocking instances of sexual misconduct with employees at CBS. The move sets the stage for a long legal battle, starting in arbitration, between CBS and Moonves. Moonves has denied many of the allegations against him and maintained that his sexual encounters were consensual.
Moonves’ attorney Andrew Levander, of Dechert LLP, blasted the probe and its conclusions, and he denied the assertion that Moonves tried to mislead or lie to investigators.
“The conclusions of the CBS board were foreordained and are without merit. Consistent with the pattern of leaks that have permeated this ‘process,’ the press was informed of these baseless conclusions before Mr. Moonves, further damaging his name, reputation, career, and legacy,” Levander said. “Mr. Moonves vehemently denies any non-consensual sexual relations, and cooperated extensively and fully with investigators.”
After the torrent of accusations, the CBS board was under pressure from women’s advocacy groups, shareholder rights activists, and others to deny Moonves his nine-figure golden parachute. The pressure stepped up after a preliminary draft of the probe, full of shocking details, was obtained by the New York Times. It’s understood, as reported by the Wall Street Journal, that the final report in the investigation led by lawyers at Covington & Burling and Debevoise & Plimpton was delivered Monday in a long verbal presentation to CBS board members rather than in written form.
“While CBS still has a long way to go to fully rid itself of the toxic culture of abuse that Moonves perpetuated, this is a strong step in the right direction,” said Shaunna Thomas, executive director of advocacy group UltraViolet, which has been vocal amid the #MeToo outpouring of the past 18 months.
As for the company as a whole, the board asserted that the investigators “concluded that harassment and retaliation are not pervasive at CBS.” But it faulted the company for protecting high-profile and successful employees in the past and not devoting enough resources to preventing harassment.
“The investigators learned of past incidents of improper and unprofessional conduct, and concluded that the Company’s historical policies, practices, and structures have not reflected a high institutional priority on preventing harassment and retaliation,” the board stated. “The investigation determined that the resources devoted to the Company’s Human Resources function, to training and development, and to diversity and inclusion initiatives have been inadequate, given the size and complexity of CBS’ businesses. Employees also cited past incidents in which HR and the Company did not hold high performers accountable for their conduct and protect employees from retaliation.”
The board’s determination that Moonves was fired for cause amid numerous violations of CBS policy for employees comes after the CBS board of directors has been overhauled following his ouster. Six new members joined the 11-member panel and five longtime directors were forced out by controlling shareholder Shari Redstone, whose National Amusements controls nearly 80% of the voting power in CBS and its corporate sibling Viacom.
The sexual misconduct storm around Moonves came up as the then-revered CBS boss engaged in a bold legal battle with Shari Redstone for control of the company that her father, Viacom mogul Sumner Redstone, acquired in 2000. Moonves was previously celebrated for his stewardship of CBS as a programmer and as a business strategist in bucking some of the digital turbulence that traditional media companies have faced. His objection to Shari Redstone’s push for CBS and Viacom to reunite at a time of major consolidation in media was the spark for the lawsuit against Redstone’s National Amusement holding company.
Now Moonves’ legacy has been all but destroyed by the drumbeat of sexual assault allegations. The lawsuit, which was a longshot at best, was settled as part of Moonves’ exit agreement, set the day the New Yorker published the second of two damning stories on Moonves’ long history in Hollywood.
Moonves is said to be resolute in pursuing the severance through arbitration in order to seek a measure of vindication. Inside CBS, there is deep resentment toward Moonves for deeply tarnishing the network’s legacy as America’s most-watched network with allegations of egregious sexual misconduct too numerous to ignore.
As such, the denial of severance and finding that he was fired for cause marks the latest step in the extraordinary downfall of one of the most powerful figures in the entertainment industry during the past 25 years. Moonves’ hasty departure from CBS Corp. has jolted the company, spurring a management overhaul under acting CEO Joe Ianniello amid expectations that merger discussions will begin once again for CBS Corp. and Viacom after the new year.
Internally, CBS is roiling from the Times’ continued revelations from the report about settlements and disturbing allegations about the behavior of some insiders. Last week, the Times reported that CBS paid nearly $10 million in a settlement to actor Eliza Dushku after she raised complaints about alleged verbal harassment from Michael Weatherly, star of the CBS drama “Bull.”
The investigation began in August in the wake of allegations of assault and misconduct made against Moonves in Farrow’s New Yorker exposes. Moonves has maintained all sexual encounters were consensual and denied other allegations, including being violent with women.
In response, the CBS board hired two top-flight legal firms, although the choice of Covington and Debevoise was criticized as both firms have done corporate work for CBS in recent years, raising the question of whether they would go easy on the company to protect future business. An investigation into the culture of CBS News, which had started earlier in the year of #MeToo after former “CBS This Morning” co-anchor Charlie Rose left in the wake of harassment allegations, was rolled up into the larger probe.
Moonves is facing allegations that he was evasive and at times misled investigators during the probe. He was reported by the Times to have turned over his son’s iPad instead of his own. The allegations against Moonves included the assertion that he kept a woman on the payroll for the purpose of providing oral sex on call, according to the Times.
Moreover, a picture of desperation around Moonves was painted by another report in the Times last month. In the months before the first damning New Yorker expose hit in July, Moonves according to the Times, courted down-and-out talent manager Marv Dauer for the purpose of keeping him and his actor client Bobbie Phillips quiet about a March 1995 incident during a meeting at Moonves’ office at Warner Bros. Television. He reportedly pushed CBS executives to offer Phillips a role on a network series to persuade her from talking about the decades-old encounter in which she alleges he exposed himself, grabbed her by the neck, and forced his erect penis into her mouth. Moonves told the Times that he “strongly believe(s)” the encounter was consensual.
The board statement pointed to CBS’ appointment of Laurie Rosenfield as chief people officer, with a mandate to improve the company’s focus and training for employees on matters of sexual harassment and workplace retaliation issues, as well as diversity and inclusion.
The statement also acknowledged the internal unrest stirred by Moonves’ downfall and the lengthy probe.
“We would like to thank everyone who cooperated with the investigation and applaud CBS’ employees for remaining focused on their jobs during this very difficult time. We look forward to the people of CBS returning their full attention to the outstanding work that they do every single day.”
Ianniello sought to emphasize the company’s effort to address the shortcomings exposed by the months-long Moonves scandal in a memo sent to CBS employees. The memo included the board’s statement and cited internal avenues for employees to flag problems or raise concerns, including direct lines to HR executive at each of the company’s major divisions.
Here is part of Ianniello’s memo:
I’m sure we all agree that it’s good to have the investigation behind us. At the same time, this does not mean that our work is done, or that we don’t have significant improvements that will continue to be made. Our commitment to a safe, collaborative and inclusive workplace is ongoing, and remains a top priority for us.
In order to honor that commitment, I want to outline and refresh the many avenues our employees have to report complaints or other incidents that you feel are contrary to CBS policies.
Additionally, as noted in the Board’s statement, we need to add resources and enhance our existing HR function. I look forward to communicating more about this soon.
I hope you are as proud as I am to be a part of this great Company. More than anything else, our success will continue to be tied to the quality of the people we retain and attract, and we must aspire to have the very best. So thank you for your continued commitment to CBS, and here’s to a great 2019.