Paramount has been none too pleased about Netflix striking an $82.7 billion deal to buy much of Warner Bros. Discovery (WBD). Now, Paramount is making a hostile takeover bid for WBD. It’s making its pitch directly to WBD shareholders with an all-cash offer of $30 per share that expires on January 8.
Late last week, the WBD board unanimously accepted Netflix’s offer of $27.75 per share. That breaks down to $23.25 per share in cash and another $4.50 per share in Netflix stock. Netflix’s overall bid is valued at $82.7 billion, while Paramount’s totals $108.4 billion.
There’s a key difference when it comes to the Paramount offer, as it’s for all of WBD. The latter is scheduled to split into two companies next year. Netflix only wants the Streaming and Studios side of WBD’s business, which includes HBO Max and the Warner Bros. film, TV and game studios.
Paramount is after the whole shebang, including WBD’s cable channels (Global Networks). “WBD’s Board of Directors recommendation of the Netflix transaction over Paramount’s offer is based on an illusory prospective valuation of Global Networks that is unsupported by the business fundamentals and encumbered by high levels of financial leverage assigned to the entity,” Paramount said in a press release on Monday.
As of the end of September, WBD was carrying $34.5 billion of gross debt. It planned to saddle the Global Networks company (aka Discovery Global) with most of that. The Paramount offer includes $40.7 billion in financing from the family of Paramount CEO David Ellison — i.e. Oracle’s Larry Ellison — and RedBird Capital, but it would be taking on more debt to secure a deal for WBD. The bid includes “$54 billion of debt commitments from Bank of America, Citi and Apollo.” (Apollo owns a majority stake in Yahoo, Engadget’s parent company).
According to an SEC filing [PDF], other entities are backing the Paramount bid, including Jared Kushner’s investment firm Affinity Partners and the sovereign wealth funds of Saudi Arabia (the Public Investment Fund), Qatar and Abu Dhabi. Tencent was a financing partner in a previous Paramount offer, but it’s not involved with the hostile takeover attempt.
In a letter sent to WBD CEO David Zazlav before the company accepted Netflix’s offer, Paramount questioned the “fairness and adequacy” of the sale process. It asked whether WBD was acting in the best interest of shareholders after the management team allegedly appeared to favor the Netflix offer.
“Despite Paramount submitting six proposals over the course of 12 weeks, WBD never engaged meaningfully with these proposals which we believe deliver the best outcome for WBD shareholders,” Paramount said. “Paramount has now taken its offer directly to WBD shareholders and its Board of Directors to ensure they have the opportunity to pursue this clearly superior alternative.”
Paramount — which Skydance bought for $8 billion this year — also claims that its offer is likely to face less regulatory scrutiny than the Netflix offer, which wouldn’t close until sometime after WBD splits in two later in 2026. According to CNBC, Paramount executives believe that the company’s smaller size and cozy relationship with the Trump administration will help streamline the regulatory process. Over the weekend, President Donald Trump said that Netflix’s bid for WBD has “got to go through a process, and we’ll see what happens. But it is a big market share. It could be a problem.”
Update December 8, 2025, 11:14AM ET: Added details about the involvement of sovereign wealth funds and Affinity Partners.
