Core Viewpoint - The control dispute over Warner Bros. Discovery (WBD) has intensified, with Paramount Skydance filing a lawsuit to block WBD's acquisition deal with Netflix and pushing for shareholder support for its own acquisition offer [1][3]. Group 1: Acquisition Proposals - WBD agreed to sell its streaming and film business to Netflix for $82.7 billion (approximately 577.9 billion RMB) [3]. - Paramount proposed to acquire the entire WBD for $108.4 billion (approximately 757.5 billion RMB) and is attempting to convince shareholders that its offer is superior to Netflix's deal [3][4]. Group 2: Legal Actions and Shareholder Engagement - Paramount has filed a lawsuit demanding WBD disclose more transaction details, including the valuation of Global Networks' remaining equity and the debt reduction calculations in the Netflix deal [3][4]. - Paramount plans to nominate board candidates at WBD's annual shareholder meeting to oppose the Netflix transaction and propose amendments requiring shareholder approval for any cable channel spin-off [4]. Group 3: Financial Considerations - The Netflix acquisition proposal translates to $27.72 per share, comprising $23.25 in cash and some Netflix common stock [4]. - WBD's board previously rejected Paramount's offer, citing the need for "exceptionally large debt financing" and a negative free cash flow, while Netflix is expected to generate over $12 billion in free cash flow this year [5]. - WBD believes that separating cable channels from film studios and HBO Max could yield higher value, while Paramount's acquisition would jeopardize existing spin-off plans [5].
派拉蒙就Netflix交易起诉华纳兄弟影业 借法律与股东双线施压