Paramount Skydance has filed a lawsuit against Warner Bros. Discovery (WBD) in Delaware Chancery Court, seeking disclosure of financial information related to the company’s $82.7 billion merger agreement with Netflix.
The legal action follows Warner Bros. Discovery’s rejection of Paramount’s rival $108.4 billion all-cash offer and comes amid one of the largest takeover battles in the entertainment industry.
TL;DR
- Paramount Skydance sues Warner Bros. Discovery in Delaware for more details on its $82.7 billion Netflix deal.
- The company seeks financial disclosures, including how Warner Bros. valued the Netflix offer and related assets.
- Warner Bros. rejected Paramount’s higher all-cash offer in favor of Netflix’s mixed cash-and-stock bid.
- Neither Warner Bros. Discovery nor Netflix has issued a comment on the lawsuit.
Paramount Files Legal Complaint In Delaware
According to Reuters, Paramount Skydance filed its lawsuit on January 12, 2026, asking the Delaware Chancery Court to compel Warner Bros. Discovery to release detailed financial and valuation information about its pending merger with Netflix.
The complaint states that Warner Bros. Discovery “has not disclosed essential details” about how it valued the Netflix transaction, including assumptions used to calculate equity and debt adjustments.
The suit was filed as part of Paramount’s ongoing effort to persuade shareholders that its own acquisition proposal offers greater value and certainty.
Paramount Seeks Transparency Before Shareholder Vote
Paramount’s court filing argues that Warner Bros. Discovery’s proxy materials “fail 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.”
That quote was issued by David Ellison, Chief Executive Officer of Paramount Skydance, in an open letter to shareholders dated January 12, 2026.
Paramount claims that these missing details prevent Warner Bros. Discovery shareholders from making a fully informed choice between competing transactions.
Warner Bros. Maintains Support For Netflix
Warner Bros. Discovery’s board previously endorsed Netflix’s proposal, valued at $82.7 billion, over Paramount’s higher $108.4 billion offer.
The Netflix deal includes both cash and stock, representing $27.75 per share, compared with Paramount’s $30-per-share all-cash bid.
Warner Bros. Discovery’s board has argued that the Netflix transaction provides “stronger long-term growth potential.” Neither Warner Bros. Discovery nor Netflix has commented publicly on the lawsuit as of publication.
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Proxy Battle And Shareholder Nominations
Parallel to the lawsuit, Paramount confirmed plans to nominate new directors to Warner Bros. Discovery’s board in a bid to block the Netflix merger during the shareholder vote.
According to The Guardian, Paramount’s director nominations form part of a larger proxy campaign aimed at shifting shareholder sentiment before final voting on the Netflix transaction.
The nomination and lawsuit together mark a significant escalation in the ongoing takeover dispute.
What Happens Next
The Delaware Chancery Court will review Paramount’s request for disclosure on an expedited basis, as the shareholder vote on the Netflix deal is expected within the current quarter.
The outcome will determine whether Warner Bros. Discovery must release additional valuation data before its shareholders decide between the two competing bids.
If granted, Paramount could use the disclosures to strengthen its case for its rival offer.
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