Los Angeles Business Journal

DreamWorks Animation’s Katzenberg Sued for Comcast Merger ‘Side Deal’

By Kristin Marguerite Doidge Tuesday, June 28, 2016
Courtesy of DreamWorks.

Courtesy of DreamWorks.

A class-action complaint was filed Monday in Delaware Chancery Court against DreamWorks Animation chief executive Jeffrey Katzenberg for an alleged side deal that took place as part of the $3.8 billion Comcast-Dreamworks merger. The lawsuit seeks a share of the profits from the side deal as well as damages.

Ann Arbor City Employees Retirement Systems (AACERS), a minority shareholder in DreamWorks stock, said that Katzenberg’s profit-sharing and consulting arrangement is an “extraordinarily valuable side deal” that allowed Comcast to secure a $41 a share price to acquire DreamWorks Animation in April. The complaint states that Comcast would otherwise have been required to increase the merger price.

“By negotiating the terms of his post-closing relationship with Comcast before executing a written consent authorizing a board-approved merger, Katzenberg used his leverage to extra disparate consideration,” the complaint states.

According to the terms of the acquisition deal, Katzenberg will become chairman of DreamWorks New Media, a new Comcast division comprised of AwesomenessTV and DWA Nova, two highly profitable DreamWorks assets.

AwesomenessTV, based in Hollywood, has a current valuation of $650 million, according to AACERS. The arrangement will pay him 7 percent of profits in perpetuity, which the complaint said is “akin to an equity rollover” without any downside risk since Katzenberg will also receive $41 a share in cash for his DreamWorks shares.

Shares for DreamWorks Animation rose .15 percent to close at $40.78 today while shares of Comcast rose .61 percent to close at $63.07.

DreamWorks Animation spun off from DreamWorks Studios in 2004 with Katzenberg at the helm. The Comcast acquisition deal for DreamWorks Animation is expected to close by the year’s end.

READ MORE: Katzenberg: Will he stay or will he go?

Media and entertainment reporter Kristin Marguerite Doidge can be reached at kdoidge@labusinessjournal.com. Follow her on Twitter @kmarguerite_usc for the latest in L.A. media news.