Paramount Skydance sues Warner over Netflix bid
Lawsuit seeks disclosure as rivals contest control of Warner’s studio assets and cable business
Paramount Global’s Skydance unit sued Warner Bros. Discovery seeking detailed disclosure about a rival transaction with Netflix valued at nearly $83 billion, intensifying a high-stakes contest for control of the studio and its valuable content library. The filing in Delaware chancery court demands documents and communications related to the Netflix offer, arguing undisclosed deal mechanics — including licensing structures, rights allocations and any arrangements tied to Warner’s cable-TV assets — could materially affect competing bids and shareholder decision-making.
Paramount Skydance said it will also nominate directors to Warner’s board and propose a bylaw amendment requiring shareholder approval for any separation of the company’s cable-TV business, a move designed to protect the asset central to Netflix’s proposal and complicate rapid restructurings that might favor a rival bidder. The company reiterated that its amended offer included $40 billion in equity personally guaranteed by Oracle co-founder Larry Ellison, father of Paramount CEO David Ellison, positioning that backing as a source of certainty in the contest.
The dispute comes amid an escalating auction for Warner’s prized film and television studios and extensive content holdings, which include franchises such as Harry Potter and the DC Comics universe. Paramount framed its legal action as necessary for shareholders to obtain the full facts needed to compare proposals fairly, while industry observers predict Warner will resist broad disclosure to preserve confidentiality around commercially sensitive terms. Neither Warner Bros. Discovery nor Netflix provided detailed comment on the litigation.
Markets reacted to the escalation: Warner Bros. Discovery shares fell, while Paramount and Netflix edged higher as investors parsed the implications for deal certainty and competitive outcomes. Legal experts say the case could clarify how much information targets must disclose in contested sale processes when rivals argue that hidden clauses or contingent arrangements alter the true value of competing offers.
Beyond disclosure, the row highlights the strategic centrality of legacy cable-TV assets, content licensing windows and complex revenue-sharing provisions in the streaming era. Those elements can determine a bid’s economic value and regulatory profile, particularly when carve-outs or separations are contemplated to facilitate streaming partnerships. Paramount’s insistence on shareholder votes for any cable spin-off is aimed at ensuring that such structural moves not be executed without owner consent.




