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Warner Bros. Discovery (WBD) has formally notified shareholders that it has declined a last-minute offer from Paramount. The offer totalled $108.4 billion, but raised issues about the participation Paramount’s CEO, David Ellison’s family.
WBD reiterated its commitment to Netflix as the company remains on track cement one of the most significant entertainment deals in recent history. WBD informed shareholders that it is rejecting the late offer from Paramount Picture’s parent company, Paramount Skydance (PSKY) to acquire it.
The offer, set at $108.4 billion, was significantly higher than the $82.7 billion agreed upon by Netflix and WBD. However, the hostile takeover bid has been rejected, with one specific reason mentioned.
In an official press release, Warner Bros. Discovery stated that its “Board of Directors has unanimously decided that the offer proposed by Paramount Skydance on December 8, 2025 is not aligned with the best interests of WBD and its shareholders. Also, it added that the offer fails to satisfy the definition of a ‘Superior Proposal’ as outlined in WBD’s merger agreement with Netflix disclosed on December 5, 2025.”
Furthermor, WBD stated that although the financial amount is greater, the acquisition’s terms and conditions are not considered more beneficial.
“This proposal once again does not resolve important issues that we have repeatedly conveyed to Paramount during our thorough discussions and evaluation of their six prior proposals.” “We believe that our merger with Netflix provides greater, more reliable value for our shareholders. Also, we are eager to start realising the great benefits of our partnership,” stated Samuel A. Di Piazza, Jr., chair of the Warner Bros. Discovery Board of Directors.
Why Paramount’s Deal was Turned Down
A key reason for the bid’s rejection relates to the Ellison family, comprising David Ellison, CEO of Paramount, and his father, Larry Ellison, co-founder of Oracle. The Larry family has opted out of financing the deal, which WBD claims has impacted any consideration of offers or bids from Paramount.
“PSKY’s latest proposal features a $40.65 billion equity commitment, with no involvement from the Ellison family whatsoever,” WBD stated.
Paramount has been informed numerous times by WBD about the critical need of a financing commitment from the Ellison family. However, the Ellison family has opted not to support the PSKY proposal.
This evident absence of transparency and insufficient commitment has led to the rejection of the humongous bid. The Netflix bid has now been determined as the path that WBD will follow.
WBD’s merger agreement with Netflix constitutes a binding contract with enforceable obligations.
“We are eager to proceed with our merger with Netflix and provide value for our shareholders,” it concluded.
It’s uncertain whether any additional hostile takeover offers will arise in the upcoming weeks and months, but the Warner Bros. Discovery and Netflix agreement is currently finalised.
