WBD Rejects Paramount, Backs Netflix Deal

https://www.youtube.com/watch?v=YwSk6jFohio

LOS ANGELES — Warner Bros. Discovery's board of directors on Wednesday unanimously rejected a $108.4 billion hostile takeover bid from Paramount Skydance, urging shareholders not to tender their shares and calling the offer "illusory" with inadequate value and significant risks.The decision reinforces the company's commitment to its previously announced merger agreement with Netflix, valued at $27.75 per share in cash and stock for an equity value of $72 billion and enterprise value of $82.7 billion.

Paramount Skydance's all-cash tender offer of $30 per share, launched Dec. 8, seeks to acquire the entire company, including its linear networks. Warner Bros. Discovery's board criticized the bid's financing, alleging it lacks a full backstop from the Ellison family and relies on an "opaque revocable trust" that could be amended or withdrawn.

"Following a careful evaluation of Paramount's recently launched tender offer, the Board concluded that the offer's value is inadequate, with significant risks and costs imposed on our shareholders," Samuel A. Di Piazza Jr., chair of Warner Bros. Discovery's board, said in a statement and letter to shareholders. "We are confident that our merger with Netflix represents superior, more certain value for our shareholders.

"Netflix co-CEO Ted Sarandos welcomed the board's action, stating the process was competitive and delivered the best outcome for consumers, creators, stockholders and the entertainment industry.

The Netflix agreement, announced Dec. 5, involves acquiring Warner Bros. Discovery's film and television studios, HBO, HBO Max and related assets after the planned spinoff of its linear networks — including CNN, TNT Sports and Discovery channels — into a separate publicly traded company, Discovery Global, expected in the third quarter of 2026.

Paramount has argued its bid provides higher immediate value and fewer regulatory obstacles. However, Warner Bros. Discovery's board dismissed Paramount's projected $9 billion in cost synergies as overly ambitious and potentially harmful to Hollywood.

The Netflix deal is expected to generate $2-3 billion in annual cost savings by the third year and faces anticipated antitrust scrutiny in the U.S. and Europe.

Warner Bros. Discovery shares closed higher Wednesday, while Paramount shares declined.

The transaction remains subject to regulatory approvals, Warner Bros. Discovery shareholder approval and other conditions.

Sources:

• Reuters (Dec. 17, 2025): Warner Bros. Discovery board rejects rival bid from Paramount

• Variety (Dec. 17, 2025): Warner Bros. Discovery Rejects Paramount $30/Share Acquisition Offer

• The Hollywood Reporter (Dec. 17, 2025): Warner Bros. Discovery Rejects Paramount’s $108 Billion Hostile Bid

• Deadline (Dec. 17, 2025): Warner Bros Discovery Urges Shareholders To Reject Paramount’s Hostile Bid

• Los Angeles Times (Dec. 17, 2025): Warner Bros. rejects Paramount's hostile bid

• CNBC and other reports on the initial Netflix deal announcement (Dec. 5, 2025) and ongoing developments