Overview
- Paramount Skydance filed in Delaware’s Court of Chancery to compel Warner Bros. Discovery to disclose details of its sale process and the Netflix transaction.
- David Ellison says Warner failed to provide key valuations and the basis for its risk adjustments when comparing the Netflix deal with Paramount’s all-cash offer.
- Paramount is maintaining its $30-per-share hostile bid and urging tenders, with the offer set to expire on January 21 though the company has signaled it could extend.
- The bidder plans to nominate directors and will seek a bylaw change requiring shareholder approval for any separation of Warner’s cable-TV networks, a feature tied to the Netflix plan.
- Warner’s board has called the $30 offer inadequate and recommends shareholders favor the Netflix cash-and-stock agreement, while Paramount cites committed financing and lower perceived regulatory risk.