Paramount Skydance sues Warner Bros. Discovery over USD 83 billion Netflix deal

Paramount Skydance has filed a lawsuit against Warner Bros. Discovery (WBD), seeking the disclosure of financial details related to WBD’s USD 83 billion deal with streaming giant Netflix.
According to reports, Paramount, led by chairman and CEO David Ellison, on January 12, announced plans to nominate its own slate of directors at WBD. The company said the nominees would exercise WBD’s rights under the Netflix agreement to engage with Paramount’s offer and potentially enter into a transaction with Paramount, in line with their fiduciary duties.
In an open letter to WBD shareholders, Ellison alleged that Warner Bros. Discovery has failed to provide adequate disclosure on how it valued key aspects of the Netflix transaction. These include the valuation of the Global Networks stub equity, the overall valuation of the Netflix deal, the mechanism for purchase price reduction related to debt, and the basis for what Ellison described as WBD’s “risk adjustment” to Paramount’s USD 30-per-share all-cash offer.
“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 USD 30 per share all-cash offer,” Ellison wrote.
Paramount on January 12, filed suit in the Delaware Chancery Court, seeking an order directing WBD to provide the requested information so that shareholders can make an informed decision on whether to tender their shares into Paramount’s offer.
The legal move comes a month after Warner Bros. Discovery announced in December an agreement with Netflix under which the streaming platform would acquire WBD’s television and film studios for USD 83 billion.
Ahead of Warner Bros. Discovery’s 2026 annual shareholder meeting, Paramount said it plans to propose an amendment to WBD’s bylaws requiring shareholder approval for any separation of its Global Networks business. Ellison also stated that if WBD calls a special shareholder meeting ahead of the annual meeting to vote on the Netflix deal, Paramount would solicit proxies against such approval.
Under the Netflix agreement, the streamer would pay USD 27.75 per share for Warner Bros. Discovery’s film and television studios, HBO and HBO Max, and its gaming division. The transaction is set to be completed following WBD’s planned spin-off of Discovery Global in the third quarter of 2026. The spin-off is expected to include CNN, TBS, HGTV, Food Network, and Discovery+, according to Variety.

(Inputs of ANI)