Paramount on Monday unveiled a revised $108B bid for Warner Bros. Discovery, adding a personal guarantee from Oracle co-founder Larry Ellison.
The amendment follows Warner Bros. Discovery’s board expressing doubts over the original proposal, particularly the lack of a firm guarantee from the Ellison family.
Meanwhile, Warner is advancing a separate sale of its television, movie and streaming assets to Netflix, turning Paramount’s offer into a hostile takeover.
Paramount will still offer $30 per share in cash to WBD shareholders, a figure unchanged from the initial bid.
In a statement, Paramount said Larry Ellison has agreed to provide an irrevocable personal guarantee of $40.4 billion for the equity financing of the deal and any potential damages claims against Paramount.
The company also pledged that Ellison would not revoke the Ellison family trust or transfer its assets during the transaction’s pendency.
Ellison’s personal net worth, reported by Bloomberg Billionaires, exceeds $240 billion, largely tied to Oracle stock.
Paramount raised the potential break-up fee from $5 billion to $5.8 billion if the deal were terminated, matching the figure Netflix agreed to pay.
That fee ranks among the largest ever offered in a merger and signals Paramount’s willingness to match Netflix’s terms.
WBD chairman Samuel Di Piazza told CNBC that Warner’s concerns centered on the Ellison family backing, noting, “Nowhere in any of these proposals did Larry Ellison guarantee.” He added, “Obviously, the ability to deal directly with Larry if there was an issue to close would be critical.”
On Wednesday, WBD’s board urged shareholders to reject the hostile bid and reaffirmed its commitment to the Netflix agreement.
While Paramount seeks to acquire all of Warner Bros. Discovery, Netflix’s interest is limited to the studio’s film library, streaming platform, and HBO network.
The Ellison-controlled media group has argued that it could secure regulatory approval from the Trump administration more easily than Netflix could.
Earlier this year, the Ellison family obtained approval to acquire Paramount Global, a process that involved a $16 million payment to Donald Trump’s future presidential library over an interview with 60 Minutes.
Trump disputed the interview’s accuracy, and the settlement did not include an apology or regret, according to CBS.
After the acquisition closed, Paramount CEO David Ellison installed Bari Weiss, a longtime commentary writer, as editor-in-chief of CBS News, and also purchased her online news site, The Free Press.
Tensions resurfaced over a recent 60 Minutes story, which CBS pulled from broadcast just hours before airing.
Sharyn Alfonsi, the correspondent who reported the piece, wrote to colleagues that the decision was political rather than editorial, stating, “Our story was screened five times and cleared by both CBS attorneys and Standards and Practices. It is factually correct. In my view, pulling it now, after every rigorous internal check has been met, is not an editorial decision, it is a political one.”
Trump has repeatedly expressed a desire to approve any Warner Bros. Discovery deal, emphasizing the importance of selling CNN, which he claims is being mismanaged.
At a White House event on December 10, he said, “I don’t think the people that are running that company right now… should be allowed to continue,” and later criticized individual CNN reporters.
On Truth Social on December 16, Trump posted that those who think he is close with the new CBS owners should understand that 60 Minutes has treated him far worse since the takeover, adding, “If they are friends, I’d hate to see my enemies!”
With Paramount’s strengthened bid and the ongoing Netflix negotiations, Warner Bros. Discovery faces a complex decision that could reshape the media landscape and test regulatory pathways.
The outcome will determine whether Paramount can secure a comprehensive acquisition, or whether Netflix will retain key assets, all while under scrutiny from the Trump administration and a media environment fraught with political tension.
