LOS ANGELES--Paramount Skydance on Monday launched a hostile bid worth $108.4 billion for Warner Bros Discovery, in a last-ditch effort to outbid Netflix and create a media powerhouse that would challenge the dominance of the streaming giant.
Netflix had emerged victorious on Friday from a weeks-long bidding war with Paramount and Comcast, securing a $72 billion equity deal for Warner Bros Discovery's TV, film studios and streaming assets. But Paramount's latest attempt means the jockeying for Warner Bros and its prized HBO and DC Comics assets will not come to a conclusion swiftly.
The Warner Bros Discovery board of directors on Monday afternoon said it would review Paramount's offer, but was not modifying its recommendation with respect to Netflix. It advised the company to "take no action at this time" in regard to the Paramount Skydance proposal.
Paramount's $30-per-share cash offer includes financing from Affinity Partners, the investment firm run by Jared Kushner, U.S. President Donald Trump's son-in-law, and several Middle Eastern government-run investment funds, and is backstopped by the Ellison family. Larry Ellison, the world's second-richest person, is the father of Paramount head David Ellison and has close ties to the White House.
The studio argues its bid for the entirety of Warner Bros Discovery is superior to Netflix, giving shareholders $18 billion more in cash and an easier path to regulatory approval. It said a Paramount-Warner Bros combination, which would be among the largest media deals in history, would be in the best interest of the creative community, movie theaters and consumers, who would benefit from enhanced competition.
"We believe our offer will create a stronger Hollywood," Paramount CEO David Ellison said in a statement. Separately, he said Paramount's proposal offered "higher headline value, increased certainty in that value, greater regulatory certainty, and a pro-Hollywood, pro-consumer and pro-competition future."
Paramount's bid includes Warner Bros Discovery's cable television properties; Netflix's bid is limited to the Warner Bros film and television studios, HBO and the HBO Max streaming service.
Analysts noted that Paramount's offer comes with its own antitrust scrutiny as a consolidation of two major television operators. Last month, Democratic senators warned that such a transaction would result in "one company controlling almost everything Americans watch on TV." The combined studio would also have a greater market share than current leader Disney, and add to fears of consolidation that have hit the industry in recent years.
The offer represents a 139% premium over the company's value from before the buyout talks started, and bests Netflix's $27.75 offer that mixes cash and stock.
At a UBS conference, Netflix co-CEO Ted Sarandos said Paramount's hostile bid for Warner Bros was "entirely expected," but added that he was confident of closing the deal."In the offer that Paramount was talking about today, the Ellisons were talking about $6 billion of synergies," said Sarandos. "Where do you think synergies come from? Cutting jobs? So we're not cutting jobs. We're making jobs."
In a regulatory filing, Paramount said that the Ellison family, which owns Paramount, along with private equity firm RedBird Capital, had agreed to backstop $40.7 billion in equity capital. The offer also includes financing from Kushner's Affinity Partners, the Saudi and Qatari sovereign wealth funds, and L'imad Holding Co, owned by the government of Abu Dhabi.
“A Paramount Skydance-Warner Bros merger would be a five-alarm antitrust fire and exactly what our anti-monopoly laws are written to prevent," U.S. Senator Elizabeth Warren, a Democrat, said on Monday. The hostile bid "is backed by a who's who of Trump buddies ... raising serious questions about influence-peddling, political favoritism, and national security risks."
If Warner Bros accepts Paramount's offer, it will have to pay Netflix a $2.8 billion breakup fee. Netflix, on its part, is on the hook for $5.8 billion if its deal falls through. The streaming pioneer is likely to face strong antitrust scrutiny, and Trump has already raised questions about its offer.
