> At a Glance
> – Warner Bros. Discovery board rejected Paramount’s $77.9 billion hostile takeover
> – Board reaffirmed support for Netflix’s $72 billion offer for streaming and studio assets
> – Shareholders have until Jan. 21 to tender shares
> – Why it matters: Decision will reshape Hollywood’s landscape and affect thousands of jobs across film, TV, and streaming
Warner Bros. Discovery doubled down on its refusal to entertain Paramount’s advances, telling investors the rival bid carries too much debt and too little protection while reaffirming its commitment to Netflix’s lower but cleaner offer.
The Board’s Rationale
Warner’s board concluded Paramount’s proposal is “not in the best interests of the company or its shareholders,” citing an “extraordinary amount of debt financing” and weak shareholder safeguards.
Chair Samuel Di Piazza Jr. stated:
> “Paramount’s offer continues to provide insufficient value… lack of protections for our shareholders if a transaction is not completed.”
He contrasted this with Netflix’s agreement, which he said “will offer superior value at greater levels of certainty.”
Two Very Different Visions
The competing bids target different slices of Warner Bros. Discovery:
| Bidder | Offer | What’s Included | Break-up Fee |
|---|---|---|---|
| Netflix | $72B | Studio + streaming only (HBO Max, production arms) | $5.8B |
| Paramount | $77.9B | Entire company (includes CNN, Discovery networks) | $5.8B |
Netflix’s deal would spin off Warner’s news and cable operations into a separate company. Paramount wants everything under one roof.
Regulatory Hurdles Ahead
Both transactions face intense scrutiny:
- U.S. Justice Department review expected
- International regulators may challenge either deal
- Lengthy timeline: over a year to close
- President-elect Trump has hinted at personal involvement in approval process
Industry Pushback
Creative and exhibition groups are sounding alarms:
Cinema United (60K+ global screens) told Congress:
> “Deeply concerned” about Netflix’s acquisition harming theaters and workers, warning of job losses and reduced filmmaking diversity.
SAG-AFTRA and the Writers’ Guild of America both oppose the proposals.
Key Takeaways
- Warner leadership views Paramount’s higher bid as a risky leveraged buyout
- Netflix’s lower offer wins favor for certainty and cleaner structure
- Larry Ellison’s $40.4B equity guarantee wasn’t enough to sway Warner’s board
- Antitrust battles and political winds could still derail either deal
The clock ticks toward January 21 as shareholders decide which streaming future they want to bet on.
