Warner Bros. Discovery Board Likely to Reject Paramount’s Latest Bid, Continue Netflix Strategy

In one of the most closely watched corporate battles in the entertainment industry in 2025, Warner Bros. Discovery (WBD) is poised to reject Paramount Skydance’s $108 billion hostile takeover offer, instead urging shareholders to support a separate acquisition agreement with Netflix. The board’s likely decision underscores deep skepticism about Paramount’s financing structure and confidence in the Netflix proposal as the more secure and strategically sound path forward.

Paramount’s bid emerged shortly after WBD announced a landmark deal with Netflix on December 5, under which Netflix agreed to acquire the company’s studios and HBO Max streaming business for roughly $82.7 billion in enterprise value including $23.25 per share in cash plus $4.50 in Netflix stock. Paramount responded swiftly with an unsolicited all-cash offer of $30 per share, valuing the entire company at about $108 billion.

To address concerns over financing certainty, Paramount’s backers, including Oracle co-founder Larry Ellison, personally pledged $40.4 billion in equity commitments to strengthen the offer. The revised bid also matched certain regulatory incentives, such as an increased reverse break fee and an extended shareholder tender deadline. Despite these enhancements, Warner Bros. Discovery’s leadership has remained unconvinced.

WBD’s board believes that Paramount’s offer still carries “significant risks and costs” for shareholders. Key concerns include the complex financing structure backed by a revocable trust, which critics say lacks the transparency and enforceability of a traditional backstop. The board has argued that even with the Ellison guarantee, Paramount’s funding falls short of the certainty provided by Netflix’s binding merger agreement and robust debt commitments.

By contrast, Netflix’s proposal, though lower in headline valuation, is seen by WBD leadership as a more reliable deal with stronger execution prospects. Netflix is a public company with a market capitalization above $400 billion and an investment-grade balance sheet. Its offer also aligns with strategic trends in the industry, allowing it to expand its streaming content library with iconic franchises and production studios. The decision now shifts to Warner Bros. Discovery’s shareholders, who will vote on whether to accept Paramount’s improved tender offer or back the existing Netflix merger. The board’s recommendation carries weight, but some investors have indicated a willingness to tender shares to Paramount at $30 if they believe the deal offers immediate value.

This high-stakes standoff highlights broader media consolidation dynamics as traditional studios grapple with the changing economics of streaming, content distribution and antitrust scrutiny. Both Netflix and Paramount are positioning themselves to control one of Hollywood’s most storied brands and regulatory oversight may play a decisive role in the final outcome.

Market reactions have been swift: Paramount’s stock slipped following Warner Bros. Discovery’s initial rebuff, while Netflix shares rose on news of continued board support for its offer. The broader battle extends beyond valuation to questions about long-term strategic fit, financing certainty, and the future shape of the global media landscape.

As the calendar turns to 2026, this clash between heavyweights Paramount Skydance and Netflix centered on one of Hollywood’s biggest assets promises to define the media industry’s next chapter. Shareholders will ultimately decide whether Paramount’s hostilities can shake Warner Bros. Discovery’s commitment to a streaming-centric future with Netflix or if the company remains on course toward a transformative merger that could reshape content creation and distribution for years to come.