Shari Redstone Says CBS Is Improperly Stripping Her of Power: DealBook Briefing

• The revelation of which CBS director National Amusements had suggested was involved in questionable activity. The filing includes an affidavit by Robert Klieger, a CBS board member and lawyer for the Redstones (whom other directors have argued is working on behalf of Ms. Redstone), regarding a call he had had last week with Bruce Gordon, the head of the CBS board’s special committee:

Specifically, I noted National Amusement Inc.’s discomfort with the continued CBS board position of Charles K. Gifford given certain incidents that took place in 2016 and 2017. I also discussed the possibility of facilitating Mr. Gifford’s exit from the CBS board with minimal disruption and public attention, including, in the event of a merger of CBS and Viacom, through his potential non-appointment to the board of a combined company.

• A lament for what Ms. Redstone is her current predicament:

“Plaintiffs have forced CBS’s controlling stockholder into a position of having to make a Hobson’s choice—of either accepting massive dilution of its voting power (thereby losing control of the company and suffering the economic detriment to its stake that entails), or acting as a stockholder to prevent such dilution and protect its voting power, knowing that doing so might trigger the departure of (and payment of massive parachute payments to) key management and directors of the company.

A representative for CBS did not have an immediate comment.

The context

The broadcaster’s case in Delaware’s Court of Chancery against its corporate parent, the Redstones’ National Amusements, is one of a number recently that challenge the kind of dual-class stock system used by the Redstones (and indeed by The New York Times Company).

Another part of CBS’s argument — that Ms. Redstone warned Verizon off bidding for CBS — took a hit yesterday. Verizon’s C.E.O., Lowell McAdam, told CNBC he didn’t want to invest in “linear TV.” (Read: CBS or 21st Century Fox.)

Speaking of Fox: An all-cash bid by Comcast for its assets could pit Rupert Murdoch, who would pay less tax on Disney’s share-based offer, against fellow shareholders. And in the middle of all this, Fox’s TV chiefs are in contract talks.

Elsewhere in deals: PaddyPower is reportedly close to buying FanDuel after the Supreme Court legalized sports betting. The hedge-fund mogul David Tepper signed a deal to buy the N.F.L.’s Carolina Panthers for $2.2 billion. FIFA is reportedly preparing a vote on the $25 billion offer by SoftBank and others for two new soccer tournaments. The two big proxy advisory firms urged Hyundai shareholders to side with Elliott Management against the management’s restructuring plan.

— Michael de la Merced

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Canada’s foreign minister, Chrystia Freeland, Mexico’s economy minister, Ildefonso Guajardo, and the U.S.’s trade representative, Bob Lighthizer.

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Edgard Garrido/Reuters

How Nafta and Iran trade talks got bogged down

As the Trump administration wages multiple trade battles, it has met several big hurdles. Negotiators on Nafta appear unlikely to hit an informal deadline that would let Congress approve a rewritten pact this year, the WSJ says. The timing isn’t set in stone, but further delays make a new Nafta less likely before elections in Mexico and the U.S.

At the same time, Europe has pledged to protect its companies from potential U.S. sanctions on Iran. The E.U.’s foreign policy chief, Federica Mogherini, said the goal was “maintaining and deepening economic relations with Iran.” (She may be emboldened by President Trump’s about-face on ZTE — more on that later.)

Even Boeing’s victory at the World Trade Organization — which ruled that Europe had illegally subsidized Airbus — could pose problems. U.S. penalties could further strain trans-Atlantic relations.

close to buying FanDuel after the Supreme Court legalized sports betting. The hedge-fund mogul David Tepper signed a deal to buy the N.F.L.’s Carolina Panthers for $2.2 billion. FIFA is reportedly preparing a vote on the $25 billion offer by SoftBank and others for two new soccer tournaments. The two big proxy advisory firms urged Hyundai shareholders to side with Elliott Management against the management’s restructuring plan.

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Ng Han Guan/Associated Press

Who doesn’t like Trump’s lifeline to ZTE?

Lawmakers from both parties aren’t likely to support easing sanctions on the Chinese telecom company, even if the White House reckons it might persuade Beijing to lift import limits on American agriculture. Representative Mac Thornberry, the head of the House Armed Services Committee, told Bloomberg, “It is not a question to me of economics, it is a question of security.”

What others have said: John Harwood of CNBC said it was the president shrinking from another fight. And Lex said Mr. Trump was fighting from a position of weakness.

And the U.S. and China remain “very far apart” in trade talks, according to the U.S.’s ambassador to Beijing. Businesses are still lobbying for exemptions from Chinese tariffs, too.

The bigger picture: Is Huawei next for a reprieve?

Is ZTE a trade dispute or an enforcement action?

Top trade officials in the White House have tried to separate any discussions on ZTE from trade negotiations with China, calling it an enforcement action, not a trade dispute.

In a series of tweets on Wednesday morning, Mr. Trump seemed to contradict that point and pushed back against that narrative that he is caving to China.

The political flyaround

• The White House has eliminated the role of cybersecurity coordinator. (NYT)

Novartis’s general counsel retired after its contract with Michael Cohen became public. Will President Trump’s latest financial disclosures reflect payments to Mr. Cohen?

• Robert Mueller was “squarely” within his rights as special counsel to indict Paul Manafort, a federal judge ruled. (Politico)

• The House is expected to vote on moves to roll back Dodd-Frank next week. Stephen Gandel of Bloomberg Opinion expects little to change, at least for the Volcker Rule.

• Preet Bharara is reportedly considering running for New York’s attorney general — as an independent. (Bloomberg)

• Mr. Trump may invoke a Cold War-era statute to keep coal and nuclear power plants online. (Bloomberg)

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Mike Bloomberg

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Krista Schlueter for The New York Times

Meet Mike Bloomberg’s answer to Davos

The New Economy Forum is designed for a world where China’s ascent looks unstoppable. So it’s in Beijing, rather than the Swiss Alps. Participants include the former Treasury secretary Hank Paulson, Henry Kissinger, Janet Yellen and Gary Cohn.

Mr. Bloomberg’s pitch in the FT:

“Davos has been around for a long time: It is a very big conference and it is focused on lots of world problems. This conference is focused on the world and China as an emerging power and how we all work together.”

Elsewhere in boldface-name endeavors: Richard Branson and Pierre Omidyar are backers of a financial instrument for nonprofit investments devised by NPX.

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The onetime headquarters of Cambridge Analytica.

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Andy Rain/EPA, via Shutterstock

Cambridge Analytica’s troubles aren’t over

The Justice Department and the F.B.I. are seeking to question the defunct firm’s former employees and banks, the NYT reports. That’s likely to keep concerns about Facebook’s privacy policies and role in the 2016 elections in the news.

Elsewhere on Facebook: The company says it deleted 583 million fake accounts, and has reportedly pushed up its content-review budget. Mark Zuckerberg is snubbing Britain’s Parliament. Some nurses at San Francisco’s general hospital want his name off the building.

Elsewhere in tech: Inside Tencent’s frenetic deal-making. Masa Son has high hopes for SoftBank’s next Vision Fund, and Japan probably should, too. Lyft joined Uber in eliminating mandatory arbitration for sexual misconduct cases. The Pentagon wants a nuclear-grade cloud.

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Charles Rex Arbogast/Associated Press

The quarterly investor holdings flyaround

• Investors’ holdings of Apple dropped by the most since the first quarter of 2008.

• Warren Buffett’s Berkshire Hathaway raised its stakes in Teva Pharmaceutical and Monsanto.

• Bill Ackman’s Pershing Square Capital Management bought nearly 2 million shares in United Technologies. (A new book criticizes several of Mr. Ackman’s big moves.)

• David Einhorn’s Greenlight Capital invested in Office Depot and Abercrombie & Fitch.

• Stanley Druckenmiller bet on Alibaba and sold out of Facebook.

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Tom Wolfe

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Bebeto Matthews/Associated Press

Remembering Tom Wolfe’s chronicles of capital

The famed author died yesterday at 88. Business was one of his big subjects, as his obituaries noted:

• On “The Bonfire of the Vanities”: “a sweeping, bitingly satirical picture of money, power, greed and vanity in New York during the shameless excesses of the 1980s.” (NYT)

• “‘The Bonfire of the Vanities’ wickedly dissected the Wall Street money-grubbing crowd who thought they were rulers of the universe. ‘A Man In Full’ did the same for the American myth of the self-made mogul, as well as, perhaps, being a disguised story of himself.” (FT)

• On “The Electric Kool-Aid Acid Test”: “one of the great chronicles of Silicon Valley culture — although it wasn’t clear that it was about Silicon Valley at the time.” (CNBC)

Revolving door

• Two Tesla energy executives, Arch Padmanabhan and Bob Rudd, have left. (Bloomberg)

• Two senior UBS bankers — Severin Brizay, its head of M. & A. for Europe, the Middle East and Africa, and Laurent Dhome, a private equity specialist — are reportedly joining Bank of America. (Bloomberg)

• The human resources start-up Namely ousted its C.E.O., Matt Straz, over unspecified misconduct claims. (Bloomberg)

The speed read

• Jay-Z finally sat down for questioning by the S.E.C. It may be getting harder to prove fraud against sophisticated investors.

• The world is borrowing more. Investors are wary of companies spending more.

• Fox settled discrimination lawsuits involving 18 current or former employees for $10 million. (NYT)

• The messaging business WeChat is reportedly considering a service for bankers in China. (FT)

• Six more states sued the maker of OxyContin, Purdue Pharma. That makes 22. (Reuters)

• How Qatar is rebuilding in the face of a blockade led by Saudi Arabia. (FT)

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