Paramount Skydance is taking a bold step in its hostile takeover bid for Warner Bros. Discovery. Paramount has sued the media giant seeking transparency over the veil of secrecy surrounding its $82.7 billion deal with Netflix.
Paramount files lawsuit against Warner Bros. over Netflix deal details
Led by Chairman and CEO David Ellison, Paramount Skydance has filed a lawsuit against Warner Bros. Discovery (WBD), seeking details on the financial aspects of WBD’s $82.7 billion deal with Netflix (via Variety).
The lawsuit is filed in the Delaware Chancery Court. David Ellison wrote to the bench, “to simply direct WBD to provide this information so that WBD shareholders have what they need to be able to make an informed decision as to whether to tender their shares into our offer.”
Paramount also announced plans to launch a proxy fight for Warner Bros. Discovery (WBD). The company is nominating its own slate of directors for the 2026 annual meeting, “who, in accordance with their fiduciary duties, will exercise WBD’s right under the Netflix Agreement to engage on Paramount’s offer and enter into a transaction with Paramount.”
The litigation follows Warner Bros. Discovery (WBD) rejecting Paramount’s eighth offer, a $ 30-per-share all-cash bid for WBD in its entirety. Paramount claims its bid is superior and seeks shareholder approval for any separation of WBD’s cable TV business.
“WBD has failed to include any disclosure about how it valued the Global Networks stub equity, how it valued the overall Netflix transaction, how the purchase price reduction for debt works in the Netflix transaction, or even what the basis is for its’ risk adjustment’ of our $30 per share all-cash offer,” Ellison’s open letter read.
Netflix is offering $27.75 per share for WBD’s film and TV studios, HBO, and games division, with the spin-off happening in Q3 2026. Meanwhile, Paramount argues that its $ 30-per-share all-cash bid is superior and offers greater certainty.
Calling Paramount’s lawsuit “meritless”, WBD emphasized that Paramount hasn’t increased its acquisition offer above $30 per share. It argues that Netflix’s $82.7 billion deal is superior to Paramount’s $108.7 billion bid. The media company cited regulatory risks and debt as reasons for rejecting Paramount’s offer.
