Warner Bros. Discovery(WBD)
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Wall Street Lunch: Paramount Skydance Takes Fight To Warner's Board To Block Netflix Deal
Seeking Alpha· 2026-01-12 18:37
Paramount and Warner Bros. Discovery - Paramount Skydance plans to nominate directors to Warner Bros. Discovery (WBD) and has filed a lawsuit in Delaware for basic information, emphasizing the need for Warner shareholders to make an informed decision regarding its bid versus the current deal with Netflix [3] - Paramount also proposes a bylaw amendment requiring WBD shareholder approval for any separation of Global Networks, indicating a strategic move to influence WBD's governance [3] Netflix Acquisition Odds - Despite political pressure from President Trump against Netflix's potential control over WBD, the odds of Netflix acquiring WBD remain stable at 54% on Kalshi and 53% on Polymarket, reflecting market confidence in the acquisition [4] Credit Card Issuers - Credit card issuer stocks are experiencing a decline following President Trump's proposal for a one-year cap on card rates at 10%, with notable declines in stocks such as Capital One, Synchrony Financial, Bread Financial, and American Express [8] UnitedHealth and Medicare Advantage - UnitedHealth shares are down after a Senate committee reported that the company used "aggressive tactics" to enhance payment-boosting diagnoses for its Medicare Advantage members, although the stock has recovered slightly after the company reaffirmed its outlook [9] Eli Lilly and Nvidia Partnership - Eli Lilly is partnering with Nvidia to establish an AI co-innovation lab in the San Francisco Bay Area, focusing on using AI to accelerate drug discovery, with plans to invest up to $1 billion in talent and infrastructure over five years [10]
Paramount Launches Warner Bros. Proxy Fight, Files Suit
Yahoo Finance· 2026-01-12 18:10
Core Viewpoint - Paramount Skydance Corp. is intensifying its efforts to acquire Warner Bros. Discovery Inc. by nominating directors to the board and filing a lawsuit to reveal details about Netflix's $82.7 billion takeover agreement, amid a competitive bidding war [1]. Group 1: Acquisition Attempts - Paramount has been pursuing Warner Bros. for four months, making multiple offers that have been rejected by Warner Bros.'s board [2]. - Paramount argues that its $30-a-share offer for Warner Bros. is superior, claiming it has fewer risks and costs compared to the Netflix deal [3]. Group 2: Legal Actions - Paramount has filed a lawsuit against Warner Bros. in Delaware Chancery Court, alleging that Warner Bros. failed to provide adequate disclosures to shareholders regarding the Netflix deal [6]. - The lawsuit requests the court to mandate Warner Bros. to correct misleading disclosures and provide detailed information on the valuations and risk adjustments related to the Netflix offer [6]. Group 3: Strategic Positioning - Warner Bros. plans to spin off its cable-TV channels, Discovery Global, which it believes enhances the attractiveness of the Netflix offer [4]. - Paramount contends that shares in Discovery Global are essentially worthless and maintains that its all-cash offer is more beneficial for investors [4].
Show us the math: Paramount sues Warner Bros. over how it determined Netflix's bid is better


MarketWatch· 2026-01-12 17:49
Core Viewpoint - Paramount is suing Warner Bros. Discovery and is filing a competing slate of directors to pressure the Warner board to consider its acquisition offer seriously [1] Group 1 - Paramount's legal action aims to influence the decision-making process of Warner Bros. Discovery's board regarding the acquisition proposal [1] - The competing slate of directors is part of Paramount's strategy to gain leverage in the acquisition negotiations [1]
Paramount escalates hostile bid for Warner Bros. Discovery with proxy fight, lawsuit
New York Post· 2026-01-12 17:43
Core Viewpoint - Paramount Skydance has escalated its hostile bid for Warner Bros. Discovery (WBD) by launching a proxy fight for board control and filing a lawsuit in Delaware to enforce engagement regarding its $30-per-share all-cash offer, which it claims is financially superior to WBD's $72 billion deal with Netflix [1][4]. Group 1: Bid and Strategy - Paramount Skydance has accused WBD's board of breaching fiduciary duties by refusing to engage with its proposal while supporting the Netflix deal [1][5]. - The company has adopted a "Plan D" strategy, focusing on highlighting regulatory, financing, and valuation risks associated with Netflix's bid rather than increasing its own offer [2][4]. - Paramount argues that the WBD-Netflix transaction may face significant antitrust scrutiny and that the value of the stock portion is declining, with a potential cable spinoff worth little more than $1 per share for WBD investors [4]. Group 2: Legal Actions and Financial Disclosures - Paramount has filed a lawsuit seeking to compel WBD to disclose detailed financial analyses that justify its recommendation of the Netflix deal, including how the deal was valued and the implications of debt allocations on shareholder payouts [6][7]. - The lawsuit emphasizes that Delaware law mandates WBD's board to provide comprehensive financial analyses when presenting competing bids to shareholders, asserting that informed decisions cannot be made without this information [8]. - Paramount's CEO expressed confusion over WBD's lack of response to their offer and criticized the board for providing vague reasons for favoring the Netflix transaction over their bid [6].
WBD Price Wobbles as Takeover Math Gets Messier for Shareholders
Investing· 2026-01-12 17:26
Market Analysis by covering: Warner Bros Discovery Inc, Netflix Inc. Read 's Market Analysis on Investing.com ...
Paramount to nominate directors to Warner Bros board to vote against Netflix deal
The Guardian· 2026-01-12 15:56
Core Viewpoint - Paramount Skydance is actively opposing Warner Bros Discovery's (WBD) deal with Netflix, planning to nominate directors to the board and seeking financial disclosures related to the $82.7 billion agreement [1][3]. Group 1: Paramount's Actions - Paramount intends to nominate directors for WBD's board at the upcoming annual meeting to challenge the Netflix deal, which was agreed upon in December [1]. - The company has filed a lawsuit for the disclosure of financial information regarding WBD's global networks operation, which includes CNN and Cartoon Network, to enable shareholders to make informed decisions [3]. - Paramount plans to propose an amendment to WBD's bylaws requiring shareholder approval for the spin-off of the global networks business [5]. Group 2: Financial Aspects - Paramount's takeover bid for WBD is valued at $108.4 billion, supported by a $40 billion personal guarantee from Larry Ellison [2]. - The Netflix deal offers WBD shareholders $23.25 per share in cash, stock, and equity in the global networks spin-off, which Paramount values at zero [5]. - Paramount argues that its cash offer of $30 per share, which includes the purchase of global networks, is a superior deal for WBD shareholders [6]. Group 3: WBD's Position - WBD's board has previously advised shareholders to reject Paramount's $108.4 billion hostile takeover bid, labeling it as "inadequate" [7]. - Accepting Paramount's deal would incur $4.7 billion in costs for WBD, including breakup fees and additional interest on debt [8].
派拉蒙天舞(PSKY.US)出手阻击奈飞(NFLX.US)交易 拟改组华纳兄弟探索(WBD.U...
Xin Lang Cai Jing· 2026-01-12 15:49
Group 1 - Paramount Global is intensifying efforts to block Warner Bros. Discovery's merger plan with Netflix by proposing a new slate of board candidates and filing a lawsuit for more information related to the deal [1] - Paramount's CEO David Ellison stated that he would challenge the merger through shareholder voting if Warner Bros. Discovery holds an annual or special shareholder meeting to approve the deal with Netflix [1] - Paramount alleges that Warner Bros. Discovery has not adequately disclosed the valuation method for its cable assets intended for divestiture prior to the deal [1] Group 2 - Paramount reiterated its acquisition offer for Warner Bros. Discovery at $30 per share, urging shareholders to sell their shares according to the previously announced offer [2] - The company believes its offer for Warner Bros. Discovery's overall business is superior to Netflix's proposal of $27.75 per share for the film and streaming business [2] - Ellison emphasized the commitment to pursue the acquisition offer, while acknowledging that the outcome may ultimately depend on the results of the shareholder vote [2]
派拉蒙天舞(PSKY.US)出手阻击奈飞(NFLX.US)交易 拟改组华纳兄弟探索(WBD.US)董事会并提起诉讼
智通财经网· 2026-01-12 15:43
Group 1 - Paramount Global is intensifying efforts to block Warner Bros. Discovery's merger plan with Netflix by proposing a new slate of board candidates and filing a lawsuit for more information related to the deal [1] - Paramount's CEO David Ellison stated that he would challenge the merger through shareholder votes if Warner Bros. Discovery holds an annual or special shareholder meeting to approve the deal with Netflix [1] - Paramount alleges that Warner Bros. Discovery has not adequately disclosed the valuation method for its cable assets intended for divestiture prior to the merger, which includes channels like CNN and TNT [1] Group 2 - Paramount reiterated its acquisition offer for Warner Bros. Discovery at $30 per share, urging shareholders to sell their shares according to the previously announced offer [2] - The company believes its offer for Warner Bros. Discovery's overall business is superior to Netflix's proposal of $27.75 per share for the film and streaming segments [2] - Ellison emphasized the commitment to pursue the acquisition offer, while acknowledging that the outcome may ultimately depend on the results of the shareholder vote [2]
Paramount Sues Warner Bros. for Information.
Barrons· 2026-01-12 15:42
Paramount Skydance is planning to nominate directors to the Warner Bros. Discovery board and has filed a lawsuit asking for more financial information as it ramps up its effort to persuade Warner shar... ...
David Ellison's Paramount is now suing Warner Bros. Discovery
Business Insider· 2026-01-12 15:20
Core Viewpoint - Paramount's CEO David Ellison is pursuing legal action to gain access to financial information from Warner Bros. Discovery (WBD) regarding its valuation of cable networks, aiming to facilitate informed decisions for WBD shareholders regarding Paramount's acquisition offer [1][2][7]. Group 1: Acquisition Attempts - Paramount has made eight unsuccessful attempts to acquire WBD, with its latest offer being an all-cash proposal of $30 per share, which is positioned as superior to Netflix's offer [1][3]. - The initial offer from Paramount was made at a significant premium to WBD's share price of $12.54, culminating in the current $30 per share proposal [3][4]. Group 2: Legal Action and Information Disclosure - Paramount has filed a lawsuit in Delaware Chancery Court to compel WBD to disclose financial information necessary for shareholders to evaluate the acquisition offer [6][7]. - WBD has not provided adequate financial disclosures regarding the valuation of the Global Networks stub equity or the overall Netflix transaction, which is required under Delaware law [6][7]. Group 3: Shareholder Engagement and Future Steps - Paramount plans to nominate a slate of directors to engage with WBD's board and propose amendments to WBD's bylaws to require shareholder approval for any separation of Global Networks [4][5]. - The company aims to ensure that WBD shareholders have the final say on which offer is more beneficial, emphasizing the importance of transparency and constructive dialogue with WBD's board [4][9].