At a Glance
- Paramount CEO David Ellison has filed a Delaware lawsuit demanding Warner Bros. Discovery reveal financial details of Netflix’s $82.7 billion acquisition.
- Ellison claims Paramount’s competing $30 per share cash offer is superior and shareholders need missing data to decide.
- President Trump and the Writers Guild of America also oppose the merger, citing market dominance and cultural influence concerns.
- Why it matters: The outcome could reshape streaming competition and affect millions of subscribers’ costs and content choices.
Paramount CEO David Ellison is taking Warner Bros. Discovery to court, alleging the company is withholding critical financial information about Netflix’s proposed $82.7 billion buyout. The lawsuit, filed Monday in Delaware’s Chancery Court, seeks to force disclosure that Ellison says shareholders need to fairly compare bids.
The Lawsuit
Ellison disclosed the legal action in a shareholder letter, arguing that WBD’s board has repeatedly dodged requests for customary deal valuations. He wrote that WBD has offered “increasingly novel reasons for avoiding a transaction with Paramount,” yet has never stated that the Netflix transaction is financially superior to Paramount’s all-cash offer.
The CEO listed specific gaps:
- No disclosure on how WBD valued the overall Netflix transaction
- No explanation of how debt purchase-price reductions work in the Netflix deal
- No basis provided for WBD’s “risk adjustment” of Paramount’s $30 per share bid
“WBD shareholders need this information to make an informed investment decision on our offer,” Ellison insisted.
A Rejected Bid
Last week, WBD’s board spurned Paramount’s latest approach, repeating earlier assertions that the bid carries excessive completion risk. The refusal marks at least the second time Paramount’s cash offer has been turned aside.
Ellison countered that the silence on valuation undermines WBD’s own shareholders. Without the numbers, investors cannot judge whether Netflix’s stock-heavy, debt-laden package truly beats Paramount’s $30 per share in cash.
Political Pushback
President Trump added his voice to the opposition over the weekend, sharing on Truth Social an opinion piece titled “Stop the Netflix Cultural Takeover.” The column, published last month in One America News, warned that absorbing Warner Bros.’ streaming and studio assets would make Netflix “the most dominant cultural gatekeeper the United States – and much of the world – has ever seen.”
Trump amplified the message after meeting Netflix co-CEO Ted Sarandos in December, saying the merger “could be a problem” given Netflix’s already commanding market share.
Industry Unease
Beyond the courtroom and the White House, industry groups have greeted the mega-deal with skepticism. Concerns include:
- Potential job losses across production and corporate teams
- The future of theatrical releases as content shifts to streaming
- Whether diverse voices will be sidelined in a consolidated giant
Netflix co-CEOs Greg Peters and Sarandos tried to calm fears in a joint letter last month, promising to preserve creative freedoms and expand opportunities. The Writers Guild of America remains unconvinced, formally opposing the acquisition on antitrust grounds.
Capitol Hill Warning
A trio of progressive senators – Elizabeth Warren, Bernie Sanders, and Richard Blumenthal – has also weighed in. They caution that the merger could lead to higher subscription costs for consumers, piling financial pressure on middle-class households already coping with Netflix’s recent price increase.
The lawmakers argue that reduced competition would give Netflix unchecked power to raise fees and limit content diversity.
Key Takeaways
- Paramount’s lawsuit centers on transparency: shareholders deserve full data before voting on any deal.
- The $82.7 billion Netflix offer faces mounting resistance from politicians, unions, and rival studios.
- President Trump’s opposition adds unpredictable political headwinds.
- A court ruling in Delaware could delay or derail the merger if WBD is compelled to release internal valuations.
With regulatory scrutiny intensifying and public opposition growing, the path to closing the biggest media consolidation in years looks rockier than ever.
