Warner Bros. Discovery to review Paramount's amended takeover offer

Warner Bros. Discovery has confirmed receipt of an amended unsolicited tender offer from Paramount Skydance and will carefully review it. The offer, valued at $30 per share, addresses prior concerns but does not increase the monetary bid. This development comes amid WBD's existing agreement to sell assets to Netflix.

Warner Bros. Discovery (WBD) announced on December 23, 2025, that it has received an amended tender offer from Paramount Skydance, the sixth such bid from the entity. The company stated it "will carefully review and consider" the proposal "consistent with its fiduciary duties and in consultation with its independent financial and legal advisors."

The amended offer seeks to acquire all of WBD's outstanding shares for $30 each in cash, matching the value of the previous bid unanimously rejected by WBD's board. That earlier hostile tender offer, launched directly to shareholders on December 8, was deemed to provide "inadequate value and imposed numerous significant risks and costs on WBD and its stockholders," according to WBD. The board also noted it did not qualify as a "Superior Proposal" under WBD's merger agreement with Netflix, which involves selling its studio and streaming assets following a recent auction.

While the new offer does not raise the price, it responds to concerns raised by WBD, led by CEO David Zaslav. Key changes include a $40.4 billion personal equity financing guarantee from Larry Ellison, co-founder of Oracle and father of Paramount CEO David Ellison; an enhanced $5.8 billion breakup fee; and greater financial flexibility during the interim period. Previously, the financing was backed only by the Ellison Family Revocable Trust, which WBD viewed as too risky in an SEC filing.

Gerry Cardinale, founder of RedBird Capital and a partner in Paramount Skydance, described the trust issue as a "red herring" in a CNBC interview, adding, "we took it off the table. It is now off the table."

WBD advised shareholders not to act on the offer yet, with the tender deadline set for January 21, 2026. The board will update its recommendation after completing the review and has not altered its stance on the Netflix deal.

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Illustration of the Department of Justice approving the Paramount-Warner Bros Discovery merger.
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Justice Department Approves Paramount Warner Bros. Discovery Deal

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The Department of Justice approved Paramount's $111 billion acquisition of Warner Bros. Discovery on Friday. The decision clears a key regulatory hurdle for the merger.

Paramount Skydance has filed with the FCC stating that the merged Paramount-Warner Bros. Discovery will see Middle Eastern funds holding 38.5% of the equity. Saudi Arabia’s Public Investment Fund will take a 15.1% stake, the UAE’s sovereign wealth fund 12.8%, and Qatar Investment Authority 10.6%. Foreign investors will lack board seats or voting shares, with control remaining with the Ellison family and RedBird Capital Partners.

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David Ellison, chairman and CEO of Paramount Skydance, reaffirmed plans to release 30 films theatrically each year following the merger with Warner Bros. Discovery. The company anticipates significantly lower theatrical revenue in 2026 despite nearly doubling its film slate. Ellison described the pending acquisition as a 'powerful accelerant' to the company's strategy.

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