Paramount Skydance Corp. said Warner Bros. Discovery Inc. isn’t being fair in its process to sell itself and isn’t acting in shareholders’ best interests, as a competitive bidding process is underway.
In a letter to Warner Bros. Chief Executive Officer David Zaslav, attorneys for Paramount said the entertainment giant is favoring a rival bid from Netflix Inc., even after Paramount has submitted five offers.
“It has become increasingly clear, through media reporting and otherwise, that WBD appears to have abandoned the semblance and reality of a fair transaction process, thereby abdicating its duties to stockholders, and embarked on a myopic process with a predetermined outcome that favors a single bidder,” according to the letter, which was published earlier by CNBC.
Paramount wants to know if Warner Bros. appointed an independent special committee of disinterested members of its board to steer the sale process and consider offers. Play Video
“If not, we strongly urge you to empower such a special committee comprised of directors with no potential appearance of bias or beholdenness to others whose interests may differ from those of the stockholders,” the letter reads. “This would seem to be an important step at this stage, to ensure the fairness and unimpeachability of the transaction process and to maximize the value of whatever outcome WBD determines to pursue.”
