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Warner Bros. Discovery’s board of directors on Wednesday once again urged shareholders to reject a revised takeover offer from rival Paramount Skydance, stating that the bid falls short of the previously accepted proposal from Netflix.
In a statement, the company said the Paramount offer still does not meet the threshold of a "Superior Proposal" under the existing merger agreement with Netflix, despite including a personal financing guarantee exceeding $40 billion from Ellison.
The WBD board dismissed Paramount’s hostile bid as "inadequate" and overly risky, likening it to a leveraged buyout reliant on heavy borrowing.
Netflix announced in early December that it had reached a merger agreement with Warner Bros. Discovery to acquire the company's film and television studios, as well as the HBO Max and HBO streaming platforms. The deal, valued at approximately $83 billion including debt, represents the largest consolidation in the entertainment sector this decade.
Just days after Netflix’s announcement, Paramount launched a rival bid, proposing an all-cash offer that valued Warner Bros. Discovery at $108.4 billion. However, the Warner Bros. board rejected the offer, citing financing risks and lack of shareholder protections.
In a bid to address concerns raised by Warner Bros., Paramount amended its offer. The revised proposal maintained the $30-per-share cash offer and included a personal guarantee from Ellison.
The bid also covers the acquisition of Warner Bros.’ cable channels, including CNN, TNT, TBS, and Discovery, unlike the deal with Netflix.
The renewed stance is the latest response by Warner Bros. to tech titan Oracle's CEO Larry Ellison, an ally of U.S. President Donald Trump, whose son David is the CEO of Paramount.
The high-profile contest has drawn attention from the White House, with President Trump previously stating that he would be involved in any decisions surrounding the merger. Both bids, particularly due to their scale and implications for media concentration, are likely to undergo intense regulatory scrutiny in the United States.
If approved, Netflix’s acquisition of Warner Bros. Discovery would give the streaming giant control over major Hollywood production assets and a broad portfolio of television channels, further strengthening its position in the global industry.
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