Overview
On December 8, 2025, David Ellison-led Paramount Skydance announced a hostile takeover bid for Warner Bros. Discovery (WBD), valued at $108.4 billion. This all-cash offer of $30 per share targets the entire company—including Warner Bros. studios, HBO, CNN, Discovery networks, and gaming assets—bypassing WBD’s board after it rejected prior proposals. The move directly challenges a recently announced $82.7 billion cash-and-stock deal between WBD and Netflix, which focuses only on WBD’s studios and streaming operations (HBO Max/Max) while spinning off cable networks like CNN into a separate entity. Ellison, who recently completed an $8 billion merger of Skydance Media with Paramount Global in August 2025, framed the bid as a way to “finish what we started” and create a “stronger Hollywood” through synergies and competition.
Key Details of the Bid
- Structure: All-cash tender offer at $30 per share, equating to $41 billion in equity value plus $54 billion in assumed debt for a total enterprise value of $108.4 billion.
- Financing: Backed by $40.7 billion in equity from the Ellison family (including Oracle co-founder Larry Ellison), RedBird Capital Partners, and sovereign wealth funds from Saudi Arabia (Public Investment Fund), Qatar (Qatar Investment Authority), and Abu Dhabi. Additional support comes from Jared Kushner’s Affinity Partners investment firm, as well as $54 billion in debt commitments from Bank of America, Citigroup, and Apollo Global Management.
- Rationale: Paramount argues it delivers $18 billion more in cash to WBD shareholders than Netflix’s $27.75 per-share offer (a mix of $23.25 cash and $4.50 in Netflix stock). It also projects $6 billion in annual cost synergies from combining operations, while preserving creative teams and theatrical releases. Ellison has positioned the deal as pro-consumer, pro-theater, and less likely to face antitrust hurdles than Netflix’s, which could create a streaming behemoth with over 400 million subscribers.
- Hostile Nature: After WBD rejected three prior bids from Paramount (starting at $19/share in September 2025, escalating to $26.50/share on December 1), Ellison is appealing directly to shareholders via a tender offer, pressuring the board to reconsider.
Comparison of Bids
| Total Value | $108.4 billion (enterprise) | $82.7 billion (enterprise) |
| Per Share | $30 cash | $27.75 ($23.25 cash + $4.50 stock) |
| Scope | Entire WBD (studios, streaming, cable, gaming) | Studios + streaming (HBO/Max); cable spun off |
| Cash to Shareholders | ~$18 billion more than Netflix | Lower cash; stock exposes to volatility |
| Financing | All-cash, family/PE/sovereign-backed | Cash + stock; $5.8 billion breakup fee |
| Projected Close | Faster regulatory path (per Paramount) | Faces antitrust scrutiny; slower |
| Synergies | $6 billion annually | Not specified; focuses on streaming scale |
Background and Prior Bids
The saga began in September 2025 when WBD, struggling with $40+ billion in debt and declining linear TV revenues, explored a sale amid activist investor pressure. Paramount submitted escalating offers:
- September 14: $19/share (rejected).
- September 30: $22/share (rejected).
- October 19: $23.50/share (80% cash, 20% stock; rejected, despite offering WBD CEO David Zaslav a co-CEO role).
Paramount then raised to $26.50/share all-cash on December 1, but claims WBD’s board ghosted them after requesting changes. Netflix emerged as the frontrunner, announcing its partial acquisition on December 5, 2025, which drew criticism from figures like Sen. Elizabeth Warren for antitrust risks. Paramount’s lawyers had already accused WBD’s process of being “tainted” and favoring Netflix due to potential management conflicts.
WBD’s Response and Next Steps
WBD’s board acknowledged the bid on December 8, stating it will “carefully review” it and issue a recommendation to shareholders within 10 business days (by around December 22, 2025). It has not altered its endorsement of the Netflix deal and advised shareholders to “take no action” for now. A $5.8 billion breakup fee with Netflix could complicate switching, but Paramount’s higher cash premium may sway investors. WBD shares surged ~15% on the news, reflecting market enthusiasm.
Potential Implications and Reactions
- Industry Impact: A Paramount-WBD merger would create a media titan rivaling Disney, controlling franchises like DC Comics, Harry Potter, Mission: Impossible, and Star Trek, plus networks like CBS, MTV, and TNT. It could bolster theatrical releases against Netflix’s streaming-first push but raise concerns over cable news consolidation (e.g., CNN under Ellison’s influence).
- Regulatory Outlook: Both deals face DOJ/FTC review. Paramount touts easier approval due to its “balanced” scale, and backers like Kushner (tied to President Trump) may help navigate a pro-business administration. Trump commented on December 8 that the bidders “aren’t particularly great friends of mine,” but Larry Ellison’s White House ties (including early talks on CNN changes) could factor in.
- Criticism: Sen. Chris Van Hollen called Kushner’s involvement “grift,” highlighting Trump family ties. Hollywood insiders praise Ellison for prioritizing creativity over “content farms,” while Netflix remains silent.
This bidding war highlights the streaming era’s consolidation frenzy, with outcomes hinging on shareholder votes and regulators. Updates are unfolding rapidly—WBD’s response could shift the landscape by late December.
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