Lights, camera… lawsuits. Hollywood woke up this week to fresh boardroom drama, and this one has all the ingredients of a blockbuster: billionaire families, bruised egos, secret numbers, and a very angry open letter. Earlier it looked like a quiet corporate standoff. But now, it has exploded into an all-out legal and proxy war between Paramount Skydance and Warner Bros. Discovery (WBD).
At the centre of the storm is David Ellison, the boss of Paramount Skydance and son of tech titan Larry Ellison. After being told “no” again and again, Ellison has decided he is done waiting politely. He has taken WBD to court, demanding answers about its massive Netflix deal, and warning shareholders that something just doesn’t add up.
Also Read: Netflix acquires Warner Bros: Will this $72 billion deal save or shatter Hollywood?
How a hostile takeover turns ugly
Paramount Skydance’s attempt to buy Warner Bros. Discovery has never been friendly, but it has now officially turned hostile.
On Monday, Paramount Skydance filed a lawsuit against WBD in the Delaware Chancery Court. The goal, according to Ellison, is simple: force WBD to disclose detailed financial information about its $83 billion transaction with Netflix.
Paramount argues that WBD shareholders are being kept in the dark about how valuable or risky that deal really is.
At the same time, Paramount confirmed it will launch a proxy fight. In plain terms, that means it plans to challenge WBD’s current board by nominating its own set of directors. These new directors, Paramount says, would actually sit down and negotiate with Paramount instead of shutting the door.
Hollywood doesn’t see fights like this every day, and investors are watching closely.
The $30-a-share offer that keeps getting rejected
This legal battle didn’t come out of nowhere. It follows WBD’s rejection of Paramount’s latest all-cash offer: $30 per share. This was not Ellison’s first try. It was his eighth offer, backed by serious money and serious ambition.
WBD’s board rejected the bid completely. No counter. No negotiation. And, no discussion.
That silence clearly struck a nerve.
In an open letter to WBD shareholders, Ellison accused the company of refusing to explain why its Netflix deal is supposedly better than Paramount’s real, cash-on-the-table offer.
“What we don’t understand,” Ellison wrote, “is why WBD never tried to negotiate or even respond.”
“Show us the numbers,” says Paramount
At the heart of the lawsuit is one big demand: transparency.
Paramount says WBD has failed to properly explain how it valued different parts of the Netflix deal. According to Ellison, shareholders have not been told how WBD valued its Global Networks business, how the Netflix deal itself was priced, how debt reductions were calculated, and what WBD means by “risk adjustments” when comparing offers.
Without these details, Paramount argues, shareholders cannot make an informed decision about whether to accept Paramount’s tender offer.
The lawsuit names WBD CEO David Zaslav and the entire WBD board as defendants. Paramount accuses them of breaching their disclosure duties by not providing full and truthful information.
WBD fires back: “Meritless”
Warner Bros. Discovery is not impressed.
In a brief response, WBD dismissed Paramount’s lawsuit as “meritless.” The company also took a swipe at Ellison by pointing out that Paramount has not raised its offer above $30 per share.
Translation: if Paramount really wants the company, it should bring more money, not more lawyers.
Still, the fight is far from over.
The Netflix deal under the microscope
So why is Paramount so upset about the Netflix agreement?
Under the deal, Netflix would pay $27.75 per share for Warner Bros.’ film and TV studios, HBO, HBO Max, and the games division. This would happen after WBD spins off its Global Networks business in the third quarter of 2026.
Also Read: Netflix letter to 300 million subscribers: Will your membership stay the same after Warner Bros deal?
That spun-off company, called Discovery Global, would include CNN, TBS, HGTV, Food Network, Discovery+, and other cable brands.
Here’s the shocker. Paramount claims that under WBD’s own math, Discovery Global shares could end up being worth nothing.
If that is true, Paramount says, then the Netflix deal is clearly worse for shareholders than a straight $30-per-share cash offer.
A proxy war is coming
Paramount is not stopping at court filings.
Ahead of WBD’s 2026 shareholder meeting, Paramount plans to nominate its own candidates to the WBD board. It will also propose changes to WBD’s bylaws that would require shareholder approval for any separation of Global Networks.
If WBD tries to rush through a special meeting to approve the Netflix deal, Paramount has warned it will actively campaign against it.
This is shaping up to be a long, noisy, very public battle.
Despite the aggressive tone, Ellison insists he still wants a deal. In his letter, he said Paramount did not take these steps lightly and remains open to “constructive discussions” with WBD’s board. But his patience appears to be gone.
Ellison also made one thing very clear: WBD has never said because, in his view, it cannot that the Netflix deal is financially better than Paramount’s actual offer.
For now, Hollywood’s biggest drama isn’t on screen. It’s in courtrooms, boardrooms, and shareholder meetings. The ending is still a long way off.