Discovery by Warner Bros. The board of directors at WBD unanimously turned down Paramount Skydance’s new hostile takeover offer because they thought it was worse and riskier than the merger agreement they already had with Netflix. The board raised concerns about Paramount’s all-cash bid of $30 per share, which is backed by more than $50 billion in debt financing from people like Larry Ellison. This could cause a lot of uncertainty for shareholders. Even though Paramount has fixed some problems, like Ellison’s personal guarantee for $40.4 billion in equity, WBD is still going through with Netflix’s $27.75 per share deal, which includes cash, stock, and the spin-off of its cable networks into Discovery Global.
The letter from WBD’s board to shareholders pointed out many problems with Paramount’s plan. Too much debt made it the biggest leveraged buyout ever, unlike Netflix’s stable investment-grade status. Limitations on operations, such as stopping cable spin-offs and handling a $15 billion bridge loan. A lower value for spun-off assets like CNN networks, which Paramount said were worth only $1 per share.
Netflix’s deal, which was made public in December 2025, values WBD’s studios and streaming at about $72 billion. If the deal falls through, Netflix will have to pay WBD $5.8 billion. WBD thinks this will give them better long-term value without the regulatory and financing risks that come with Paramount’s smaller size. During the bidding war, CEO David Zaslav said again that the company was focused on its plans for 2026.
