⁠David Ellison's Paramount offers all-cash acquisition deal for Warner Bros. Discovery to outbid Netflix

Paramount Logo on Smartphone Against Warner Bros. Discovery Background - Source: Getty
Paramount Logo on Smartphone Against Warner Bros. Discovery Background - Source: Getty

Paramount Skydance, led by CEO David Ellison, has launched a hostile all-cash takeover bid for Warner Bros. Discovery, valued at roughly $108.4 billion, in an attempt to outbid Netflix's recently announced $72 billion acquisition of Warner Bros.' studio and streaming assets. The attempt, which was made public on December 8, 2025, gives WBD shareholders direct control over the decision.

Paramount Skydance said on Monday that it has started a tender offer to purchase all of Warner Bros. Discovery's outstanding shares for $30 in cash per share. This is the same offer that Paramount made in private to the WBD board on December 1. However, Netflix's bid was ultimately accepted.

In contrast to Netflix's agreement, which focuses just on HBO, HBO Max, and Warner Bros. studio activities, Paramount is aiming to purchase the entire Warner Bros., which includes CNN, TNT, TBS, and the broader linear television network business.

Paramount claims that its offer values WBD at $108.4 billion, including the assumption of debt in enterprise value. With the exception of WBD's television networks, Netflix's buying structure offers $27.75 per share, which is made up of $23.25 in cash and $4.50 in stock, for a total enterprise valuation of $82.7 billion.

Regarding the hostile takeover, the company released a statement:

“Paramount’s strategically and financially compelling offer to WBD shareholders provides a superior alternative to the Netflix transaction, which offers inferior and uncertain value and exposes WBD shareholders to a protracted multi-jurisdictional regulatory clearance process with an uncertain outcome along with a complex and volatile mix of equity and cash.”

Prior to this, three offers were made by Ellison, the CEO of Paramount Skydance, which were rejected by the Warner Bros. Discovery board. He had even previously suggested giving WBD CEO David Zaslav a co-chairman and co-CEO position in a combined Paramount Skydance-WBD; it's unclear if this is still an option in their most recent offer.

CEO of Paramount Skydance, Ellison, in a statement, said:

“WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company. Our public offer, which is on the same terms we provided to the Warner Bros. Discovery Board of Directors in private, provides superior value, and a more certain and quicker path to completion."

He added:

"We believe the WBD Board of Directors is pursuing an inferior proposal which exposes shareholders to a mix of cash and stock, an uncertain future trading value of the Global Networks linear cable business and a challenging regulatory approval process. We are taking our offer directly to shareholders to give them the opportunity to act in their own best interests and maximize the value of their shares.”

Netflix's deal and Paramount's objections

On 5 December, Netflix announced that it had reached a legally binding agreement to purchase Warner Bros.' studio operations, HBO, and HBO Max for $72 billion, with an enterprise valuation of roughly $82.7 billion. Netflix's deal would leave out the cable networks, which would be sold off independently.

Because of Netflix's high focus on streaming, Paramount has harshly attacked that structure, claiming that Netflix's acquisition brings more regulatory risk and market uncertainty. Ellison cautioned that combining the biggest streaming service in the world with HBO Max, one of its main rivals at the moment, might result in harsh antitrust scrutiny both domestically and abroad.

In a CNBC interview, Ellison said:

“We’re sitting on Wall Street, where cash is still king. We are offering shareholders $17.6 billion more cash than the deal they currently have signed up with Netflix. And we believe when they see what it currently in our offer, then that’s what they’ll vote for.”

He added:

"We're really here to finish what we started. We put the company in play."

David Ellison's father, Larry Ellison, a co-founder of Oracle, and RedBird Capital Partners, who played a key role in Skydance Media's previous acquisition of Paramount Global, are backing the funding.

Furthermore, Paramount revealed that sovereign wealth funds in Saudi Arabia, Qatar, and Abu Dhabi are supporting its bid for Warner Bros. Discovery. Additionally, $54 billion in debt commitments from Apollo Global Management, Citi, and Bank of America are included in the financing structure.


Regulatory pressure and breakup fees

Ellison has claimed that the merger of WBD and Netflix would be “the death of the theatrical movie business in Hollywood.”

He went on to add:

“It’s bad for the consumer, it’s bad for the creative community. We’re sitting here trying to save it.”

Ellison has said that his good rapport with President Donald Trump may allay regulatory worries over their proposal. He said in a CNBC interview:

"We've had great conversations with the President about this, but I don't want to speak for him."

He continued:

“I’m incredibly grateful for the relationship that I have with the president. And I also believe he believes in competition. And when you fundamentally look at the marketplace, allowing the No. 1 streaming service to combine with the No. 3 streaming service is anticompetitive.”

Ellison is also sure that the regulators would see their offer as more favourable than the streaming giant Netflix's.

In the event that regulators oppose the deal, Netflix will owe Warner Bros. Discovery $5.8 billion, while Warner Bros. Discovery will owe $2.8 billion to Netflix in case they accept a different offer.


Stay tuned to Soap Central for more information.

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Edited by Zachary D. Lyngdoh