Paramount Skydance has filed a lawsuit against Warner Bros. Discovery to force the company to disclose financial details of its massive $82.7 billion deal with Netflix. We already know that this conflict comes from a hostile takeover attempt by Paramount, led by CEO "David Ellison", who is offering $30 per share in all cash to buy all of Warner Bros. This bid valued at roughly $108 billion that includes not just studios and streaming but also cable networks like CNN and TNT.
Warner Bros, however, has agreed to sell just its studio and streaming arm (including HBO, HBO Max, film and TV production) to Netflix in a cash + stock deal worth about $27.75 per share. Paramount's lawsuit which was filed in 'Delaware Chancery Court' — seeks to compel Warner Bros to disclose exactly how it valued this Netflix offer, the so-called "risk adjustments" it used to compare bids, and how debt and other financial terms were calculated. Paramount says shareholders must see to make an informed choice. Warner Bros calls the lawsuit "meritless", and says that Paramount hasn't raised its price or solved "deficiencies" in its offer until now.
Paramount’s legal strategy uses several exact corporate and legal methods. Paramount first filed suit in Delaware Chancery Court which is a common venue for corporate disputes. The complaint names were Warner Bros Discovery, CEO David Zaslav, and board members. Now, Paramount demands Warner Bros to disclose the full valuation and financial analyses underlying the Netflix deal even including how debt was counted, how the "risk adjustments" were made, and also how parts of the business were valued.
Paramount cites Delaware fiduciary disclosure laws, arguing that the board must provide this information before shareholders decide whether to tender their shares. Paramount has simultaneously launched a proxy fight as it plans to nominate its own slate of directors at Warner Bros' 2026 annual meeting to sway control of the board and block the Netflix transaction. They also filed an investor letter to shareholders and proposed a bylaw amendment that would require a shareholder vote on any separation of cable assets which is kind of a key piece of the Netflix transaction.
We already know why Paramount is creating this mess. Paramount claims Warner Bros has not disclosed critical numbers — like how the Netflix deal was valued, how debt considerations are treated, and what assumptions were made. Without this, shareholders can’t make an informed decision. Another reason is that Paramount argues its all-cash offer ($30/share) is financially superior, easier to value, and less risky than Netflix’s complex mix of cash, stock, and spin-off equity. Paramount claims Warner Bros never meaningfully engaged with its proposals or explained why the Netflix deal is better, despite repeated offers and amended bids.
While nothing is certain, but something might happen in future. Corporate litigation in Delaware can take weeks or months, especially when tied to these tender deadlines. The judge may order disclosures or can set deadlines. Paramount might raise its bid or adjust terms. The Netflix transaction is subject to regulatory approvals and the spin-off of cable assets. This lawsuit could delay or complicate that timeline.
In short, Paramount's lawsuit against Warner Bros is just an escalation of their fight. According to Paramount, this lawsuit is about financial transparency, shareholder fairness, and the belief that the Netflix megadeal undervalues Warner Bros' true worth. What do you guys think of this fight and lawsuit of Paramount? Do you think Netflix would make its deal with Warner Bros in this situation? Let us know all your answers in the comments where you can also provide latest news so I can make a breakdown of it.