Paramount Sues WBD For Details Around Sale, Plans Proxy Fight As It Escalates Battle To Derail Netflix Deal

Core Viewpoint - Paramount intends to nominate directors for the Warner Bros. Discovery (WBD) 2026 annual meeting to oppose the Netflix transaction and has filed a lawsuit for disclosure of information necessary for WBD shareholders to make informed decisions [1][4]. Group 1: Director Nomination and Legal Action - Paramount will nominate a slate of directors to exercise WBD's rights under the Netflix Agreement and engage with Paramount's offer after WBD's board rejected its all-cash offer of $30 per share [2]. - A lawsuit has been filed in Delaware Chancery Court to compel WBD to disclose how it valued the Global Networks stub equity and the overall Netflix transaction, including details on the purchase price reduction for debt and the basis for its risk adjustment of Paramount's offer [4]. Group 2: Shareholder Engagement and Bylaw Amendments - Paramount plans to propose an amendment to WBD's bylaws requiring shareholder approval for any separation of Global Networks [3]. - If WBD holds a special meeting to vote on the Netflix Agreement before the annual meeting, Paramount will solicit proxies against the approval of such a transaction [3].