On Wednesday, Warner Bros. Discovery’s board announced it would advise shareholders to reject a hostile takeover offer from Paramount Skydance and the Ellison family. The decision follows a review of the proposal, which the board deemed “not in the best interests of WBD and its shareholders.”
Board’s Rationale
The board’s statement highlighted that the Paramount Skydance offer failed to address key concerns that the company had repeatedly communicated to Paramount. WBD’s chair, Samuel Di Piazza, said, “This offer once again fails to address key concerns that we have consistently communicated to Paramount throughout our extensive engagement and review of their six previous proposals.”
Di Piazza also noted that the company had previously considered other options, but the board ultimately decided to move forward with the Netflix merger. “The terms of the Netflix merger are superior,” WBD said in a letter to shareholders.
Netflix Merger Overview
Warner Bros. Discovery had announced plans to sell its studio, HBO, and HBO Max to Netflix before Paramount’s bid. The Netflix deal is described by WBD as the best choice for shareholders. The merger terms, though not detailed in the announcement, are said to provide a stronger financial outcome for the company.
Netflix’s co‑CEO Ted Sarandos welcomed the decision, stating, “The Warner Bros. Discovery Board reinforced that Netflix’s merger agreement is superior and that our acquisition is in the best interest of stockholders.” Sarandos added that the competitive process delivered the best outcome for consumers, creators, stockholders, and the broader entertainment industry.
Paramount’s Hostile Bid
Paramount Skydance launched a hostile takeover bid valued at more than $108 billion for Warner Bros. Discovery. The offer was made just days after WBD announced its sale of assets to Netflix. Paramount’s bid is supported by funds from Saudi Arabia, Qatar, and the United Arab Emirates, according to a filing.
David Ellison, head of Paramount, argued that the company could secure faster approval for the deal than any transaction with Netflix. Ellison’s father, Larry Ellison, chairman of Oracle, pledged to backstop Paramount’s bid and is noted to have close ties to the Trump administration.
Stakeholder Reactions
- Trump’s Comments: President Donald Trump criticized both Paramount and the Ellison family. He stated on Truth Social, “For those people that think I am close with the new owners of CBS, please understand that 60 Minutes has treated me far worse since the so‑called ‘takeover’ than they have ever treated me before.” He added, “If they are friends, I’d hate to see my enemies!”
- Jared Kushner’s Withdrawal: Jared Kushner’s private equity firm withdrew from a group of funds that had said they would support the Paramount bid for WBD with funding.
- Industry Guilds: SAG‑AFTRA and the Writers’ Guild of America released statements opposing the proposal.
Paramount did not immediately respond to NBC News’ request for comment.
Market Context
The announcement comes amid a broader trend of consolidation in the media industry. Warner Bros. Discovery’s decision to favor the Netflix merger over Paramount’s offer reflects the company’s assessment of long‑term shareholder value. The move also signals a shift in the competitive landscape, as Paramount Skydance’s bid would have significantly altered the balance of power among streaming and studio giants.
Key Takeaways
- Warner Bros. Discovery’s board recommends shareholders reject Paramount Skydance’s $108 billion takeover bid.
- The company will proceed with its previously announced sale of its studio, HBO, and HBO Max to Netflix, citing superior terms.
- Paramount’s offer is backed by Saudi, Qatari, and Emirati funds, and led by David Ellison, whose father Larry Ellison is a close associate of former President Trump.
- Major stakeholders, including industry guilds and political figures, have expressed opposition to the Paramount proposal.
In summary, Warner Bros. Discovery has chosen to move forward with a Netflix merger, rejecting a sizable hostile takeover offer from Paramount Skydance and the Ellison family. The decision underscores the company’s focus on delivering optimal value to its shareholders amid a rapidly evolving media landscape.
