Paramount Unleashes $108 Billion All-Cash Counter-Offer for Warner Bros., Challenges Netflix Megadeal

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Paramount Warner Bros Netflix deal

The ink had barely dried on the agreement between Netflix and Warner Bros. Discovery (WBD) before a massive new challenge dramatically fractured the landscape of Hollywood consolidation. Paramount, now backed by Skydance Corporation, launched a hostile takeover bid late Monday valued at $108.4 billion, directly challenging Netflixโ€™s recently accepted $72 billion offer.

Paramountโ€™s audacious, all-cash proposal targets the entirety of WBD, setting up a high-stakes corporate showdown and creating immediate regulatory and political turmoil.


The Superior Value Proposition

The key differentiator in Paramount’s rival bid is both its price and its scope.

  • Price: Paramount is offering an all-cash consideration of $30.00 per share for all outstanding WBD stock. This represents a significant premium to Netflixโ€™s accepted deal, which valued WBD at $27.75 per share, a mix of cash and stock that Paramount derided as “inferior and uncertain.” Paramount claims its bid offers shareholders approximately $18 billion more in cash.
  • Scope: Crucially, Paramount is seeking to acquire the entire WBD operation, including the film and streaming assets (HBO, HBO Max) and the Global Networks division (CNN, TBS, TNT, etc.). Netflixโ€™s accepted proposal only covered the studio and streaming business, leaving WBD shareholders with a remaining interest in the debt-laden, spun-off cable networks business.

“WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company,” said David Ellison, Chairman and CEO of Paramount, in a public statement. He accused the WBD Board of Directors of pursuing a deal that exposed shareholders to unnecessary risk and uncertainty.

Regulatory Nightmare vs. Political Favor

The bitter rivalry between the two media giants is now set to play out on two contentious fronts: corporate boardrooms and Washington’s regulatory offices.

  • Antitrust Concerns: Paramountโ€™s public appeal hinged heavily on the belief that a Netflix-WBD mergerโ€”combining the world’s largest streaming service with the home of HBO Maxโ€”would face an insurmountable regulatory blockade. President Donald Trump, speaking over the weekend, hinted at this scrutiny, stating the combined market share “could be a problem” and that he would be involved in the approval decision.
  • Paramount’s Political Advantage: Conversely, Paramount is positioning itself as the “pro-competitive, pro-consumer” alternative. Its bid, financially backed by the family of Oracle co-founder Larry Ellison, and featuring investment from Affinity Partners, the firm founded by President Trump’s son-in-law, Jared Kushner, is widely perceived to have a more favorable path to regulatory approval within the current administration.

Netflix, which has an agreed-upon deal that includes a $5.8 billion breakup fee if regulators block the transaction, remains “highly confident” in its ability to win approval.

The WBD board now faces immense pressure from its shareholders to address the significantly higher all-cash tender offer. The board has indicated it will “carefully review and consider” the hostile bid and will provide a formal recommendation to stockholders within 10 business days.

The battle for Warner Bros. Discoveryโ€”and control over a priceless library that includes Harry Potter, Game of Thrones, and the DC universeโ€”has officially entered a phase of high-stakes corporate warfare. The outcome will not only determine the future of one of Hollywoodโ€™s most storied studios but will redefine the competitive landscape of the entire global entertainment industry.

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