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Friday, December 26, 2025

Warner Bros Discovery urges investors to reject Paramount's £81bn bid as Netflix-backed deal advances

Board deems Paramount offer inferior and risky, pushing shareholders toward Netflix’s higher-value agreement for Warner Bros Discovery assets

Business & Markets 5 days ago
Warner Bros Discovery urges investors to reject Paramount's £81bn bid as Netflix-backed deal advances

Warner Bros Discovery’s board on Monday urged shareholders to reject Paramount’s £81 billion hostile takeover bid, calling the offer inferior to the multibillion-pound deal that Netflix has struck to buy the film and streaming business of the company. The board said Paramount’s bid posed a significant risk to investors and that Paramount had repeatedly misled shareholders by suggesting a guaranteed backstop from Oracle cofounder Larry Ellison and his family. Warner Bros Discovery Chairman Samuel Di Piazza said he was confident that the merger with Netflix represents superior and more certain value, and the board reiterated that Paramount’s proposal remains inferior.

Netflix, which has built a global library of hits from Squid Game to Bridgerton, announced this month that it would purchase the Warner Bros Discovery film and streaming business for about £62 billion. The deal covers the Warner Bros studios and the streaming operation behind major franchises such as Game of Thrones. The Netflix agreement has reshaped expectations for how Warner Bros Discovery’s assets could be monetized in the coming years, even as a rival bid for the entire business moves forward.

The Paramount offer would take in the full Warner Bros Discovery empire, including television networks CNN, TNT Sports and the Discovery Channel, and was led by film executive David Ellison. Paramount’s approach has been one of the most high-profile battles in Hollywood in recent years, pitting a storied studio against a tech-enabled challenger that has pursued other media deals with aggressive terms. Paramount has touted financing for its bid from Affinity Partners, the investment firm led by Jared Kushner. However, Affinity said it was no longer part of Paramount’s bid, a development Warner Bros Discovery pointed to as further evidence that the backstop claim was not guaranteed.

The Ellison family’s involvement in backing Paramount’s offer has drawn scrutiny given Larry Ellison’s prominence and reputation as a major investor, as well as his public profile in U.S. politics. Warner Bros Discovery, however, asserted that the backstop came from a family trust rather than from Larry Ellison personally, and the company stressed that this distinction matters for investors evaluating the certainty of financing behind Paramount’s bid.

Beyond the financing question, Warner Bros Discovery underscored the value of its Netflix agreement, describing Netflix’s plan to own both the studios and the streaming operations as a more stable, revenue-generating path than a full-scale takeover by Paramount. The company has also highlighted the potential risks associated with a hostile bid that could complicate ongoing operations, integration timelines, and strategic planning for its networks and film franchises.

The public exchange comes amid a broader market backdrop in which mega-mergers and hostile approaches have become a focal point for media consolidation. Warner Bros Discovery, formed through the 2022 merger of WarnerMedia and Discovery, Inc., has a portfolio that includes time-tested franchises and a multi-channel distribution footprint. Netflix’s decision to acquire the associated film and streaming assets signals a potential shift in how the combined Warner Bros Discovery library could be monetized, including opportunities for licensing, exclusive content strategies, and streaming deployments across global markets.

Analysts noted that the competing bids reflect different strategic objectives: Netflix aims to deepen control over Warner Bros Discovery’s content and distribution capabilities, while Paramount seeks to own a broader media conglomerate with diversified networks and IP. The board’s position argues that Netflix’s offer provides clearer, near-term value and reduces the execution risk associated with absorbing a large, diversified company like Warner Bros Discovery.

Investors watching the situation will be weighing the relative certainty of Netflix’s deal against the upside claimed by Paramount’s bid, along with the implications for financing, governance, and strategic direction. The companies have not disclosed a timeline for closing or regulatory approvals, but the unfolding drama has already attracted attention from markets and industry observers who follow the evolving landscape of media consolidation and streaming strategy. As December progresses, executives, shareholders, and analysts will look for clarity on whether Paramount can strengthen its offer, align financing more definitively, or whether Netflix’s transaction will proceed as planned and set the template for how Warner Bros Discovery’s assets are valued going forward.

In the near term, Warner Bros Discovery executives are expected to continue communicating with shareholders to reinforce the case for the Netflix-backed arrangement, while Paramount seeks to advance its own due diligence and counteroffers. The outcome could have wide-ranging consequences for how studios pursue corporate combinations in an industry defined by rapid shifts in distribution, content creation, and consumer viewing habits.

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