Paramount makes a $108 billion hostile takeover bid for Warner Bros. Discovery

Paramount has been none too happy about Netflix striking an $82.7 billion deal to purchase a lot of Warner Bros. Discovery (WBD). Now, Paramount is making a hostile takeover bid for WBD. It is making its pitch on to WBD shareholders with an all-cash supply of $30 per share that expires on January 8.

Late final week, the WBD board unanimously accepted Netflix’s offer of $27.75 per share. That breaks all the way down to $23.25 per share in money and one other $4.50 per share in Netflix inventory. Netflix’s general bid is valued at $82.7 billion, whereas Paramount’s totals $108.4 billion.

There is a key distinction with regards to the Paramount supply, because it’s for all of WBD. The latter is scheduled to split into two companies next year. Netflix solely needs the Streaming and Studios facet of WBD’s enterprise, which incorporates HBO Max and the Warner Bros. movie, TV and sport studios.

Paramount is after the entire shebang, together with WBD’s cable channels (International Networks). “WBD’s Board of Administrators advice of the Netflix transaction over Paramount’s supply relies on an illusory potential valuation of International Networks that’s unsupported by the enterprise fundamentals and encumbered by excessive ranges of monetary leverage assigned to the entity,” Paramount stated in a press release on Monday.

As of the top of September, WBD was carrying $34.5 billion of gross debt. It planned to saddle the International Networks firm (aka Discovery Global) with most of that. The Paramount supply consists of $40.7 billion in financing from the household of Paramount CEO David Ellison — his father is Oracle co-founder Larry Ellison — and RedBird Capital, however it might be taking over extra debt to safe a deal for WBD. The bid consists of “$54 billion of debt commitments from Financial institution of America, Citi and Apollo.” (Apollo owns a majority stake in Yahoo, Engadget’s dad or mum firm).

In keeping with an SEC submitting [PDF], different entities are backing the Paramount bid, together with Jared Kushner’s funding agency Affinity Companions and the sovereign wealth funds of Saudi Arabia (the Public Funding Fund), Qatar and Abu Dhabi. Tencent was a financing associate in a earlier Paramount supply, but it surely’s not concerned with the hostile takeover try.

In a letter despatched to WBD CEO David Zazlav earlier than the corporate accepted Netflix’s supply, Paramount questioned the “equity and adequacy” of the sale course of. It requested whether or not WBD was performing in the perfect curiosity of shareholders after the administration staff allegedly appeared to favor the Netflix supply.

“Regardless of Paramount submitting six proposals over the course of 12 weeks, WBD by no means engaged meaningfully with these proposals which we imagine ship the perfect end result for WBD shareholders,” Paramount stated. “Paramount has now taken its supply on to WBD shareholders and its Board of Administrators to make sure they’ve the chance to pursue this clearly superior different.”

Paramount — which Skydance bought for $8 billion this year — additionally claims that its supply is prone to face much less regulatory scrutiny than the Netflix supply, which would not shut till someday after WBD splits in two later in 2026. In keeping with CNBC, Paramount executives imagine that the corporate’s smaller dimension and comfortable relationship with the Trump administration will assist streamline the regulatory course of. Over the weekend, President Donald Trump said that Netflix’s bid for WBD has “acquired to undergo a course of, and we’ll see what occurs. However it’s a huge market share. It could possibly be an issue.”

Replace December 8, 2025, 11:14AM ET: Added particulars in regards to the involvement of sovereign wealth funds and Affinity Companions.