Legal and Financial Duel Over $108 Billion Takeover Bid

A $108 billion legal and financial duel is unfolding as Paramount Skydance sues Warner Bros. Discovery to block its Netflix merger—claiming the board is hiding the math.

Paramount Skydance filed a Delaware Chancery Court lawsuit against Warner Bros. Discovery (WBD) to block its $82.7 billion Netflix acquisition.

The core dispute centers on a $2.28-per-share price gap: WBD’s deal values the company at $27.72 per share ($23.25 cash + Netflix stock), while Paramount’s all-cash offer is $30 per share. Paramount CEO David Ellison stated, "We remain perplexed that WBD never responded to our December 4th offer..."

WBD cited Paramount’s "extraordinary debt financing" ($87B total) and "junk credit rating" as flaws in its bid.

Larry Ellison (Oracle co-founder) will personally guarantee $40.4B of Paramount’s equity financing.

WBD shareholders remain divided, with some large investors open to Paramount’s offer. Regulatory approval (12–18 months) is required for either deal to close.

WBD argues selling cable channels separately could yield higher value than Paramount’s all-at-once offer.

A WBD statement dismissed the lawsuit as meritless. The outcome hinges on shareholder votes and regulatory scrutiny, with no clear resolution in sight.