"Paramount Skydance plans to nominate its own slate of directors for election at Warner Bros. Discovery's 2026 annual meeting and to urge shareholders to vote against the Netflix agreement if WBD calls a special or early meeting to approve it. The strategy is designed to reshape the board that twice rejected Paramount's bid and to rally investors behind a rival deal Ellison insists is superior on both value and risk."
"At the same time, Paramount has filed a lawsuit in Delaware Chancery Court seeking to force Warner Bros. Discovery to disclose more information about how it valued the Netflix transaction and the planned spin-off of WBD's global cable networks into a separate public company. Paramount argues that without those details-particularly around the treatment of debt and the board's "risk adjustment" of its $30‑per‑share all‑cash proposal-investors cannot make an informed choice between the two competing paths."
Paramount Skydance launched a proxy fight at Warner Bros. Discovery and sued in Delaware seeking detailed disclosures about WBD's pending Netflix deal and the planned spin-off of its global cable networks. Paramount intends to nominate directors for WBD's 2026 annual meeting and will urge shareholders to oppose the Netflix agreement if WBD holds an early approval meeting. Paramount asserts the Netflix transaction has not been shown to be financially superior to its $30-per-share all-cash offer and seeks clarity on debt treatment and the board's "risk adjustment." The hostile bid values WBD near $108 billion, accounting for roughly $87 billion of debt that WBD's board has rejected as overly leveraged.
Read at Fortune
Unable to calculate read time
Collection
[
|
...
]