We have learned of a new twist in the Warner Bros. takeover saga. Paramount has decided to take its counterpart to court after seeing all of its acquisition proposals rejected.
Although Paramount has consistently offered higher amounts than Netflix, Warner Bros. shareholders have each time sided with the American SVOD giant. Paramount CEO David Ellison has therefore decided to file a lawsuit accusing the Warner Bros. Discovery board of directors of misleading shareholders.
” Warner Bros. provided no information on how it valued the remaining shares of Global Networks, how it valued the entire transaction with Netflix, how the purchase price reduction for debt worked in this transaction, or even the basis for its ‘risk adjustment’ of our $30 per share cash offer. “
It should be noted that Netflix made an offer of $27.75 per share, compared to Paramount’s $30 per share, which wants to buy the entire group. However, its proposal is largely based on debt, while Warner is asking for more cash guarantees.
“From the moment we first contacted WBD, our goal was to conduct collaborative negotiations and reach a successful transaction that would benefit both companies, both groups of shareholders, and all stakeholders. We remain perplexed that WBD never responded to our December 4 offer, never attempted to clarify or negotiate the terms of that proposal, nor offered to revise the terms of our contracts upward.
Even after reviewing WBD’s version of its process, we are struck by the small number of board meetings that took place in the period leading up to the decision to accept a less favorable offer from Netflix. We are also surprised by WBD’s lack of transparency on fundamental financial issues. This does not hold water, nor do the calculations that explain why WBD continues to favor an offer that is lower than our proposal of $30 per share, entirely in cash, for its shareholders.”
