The board of Warner Bros. Discovery has officially rejected the latest acquisition offer from Paramount Skydance, calling the bid “inferior” to its existing merger agreement with Netflix.
The decision marks a major development in the ongoing media consolidation saga, with Warner Bros. throwing its full support behind Netflix in a deal that could reshape Hollywood.
WBD Board Rejects Paramount Offer
Warner Bros. Discovery’s board of directors unanimously recommended that shareholders reject Paramount’s amended tender offer, issued on December 22.
The board argued that the deal offered insufficient value, introduced significant risks, and relied heavily on complex debt financing, jeopardizing its ability to close.
Chairman Samuel A. Di Piazza Jr. stated the Paramount deal “continues to provide insufficient value,” citing an “extraordinary amount of debt” and a lack of shareholder protections.
The board said accepting Paramount’s proposal would cost WBD approximately $4.7 billion in termination fees and other penalties, potentially reducing the net value of the deal to just $1.1 billion in the event of failure.
The Netflix Deal Remains Preferred
Warner Bros. Discovery has instead reaffirmed its commitment to a previously announced merger with Netflix, which was signed on December 5, 2025.
That agreement values WBD at $27.75 per share in a mix of cash and Netflix stock—representing a total enterprise value of $82.7 billion.
In contrast to Paramount’s leveraged buyout approach, the Netflix merger is backed by the streaming giant’s $400 billion market cap and investment-grade credit.
The WBD board emphasized that the Netflix deal carries fewer risks, avoids regulatory complications like CFIUS review, and preserves the planned spin-off of Discovery Global.
Netflix Responds: “We’re Ready”
Netflix welcomed the board’s decision with its own statement on Monday, reinforcing its support for the deal and emphasizing the long-term value for shareholders and consumers alike.
“Netflix and Warner Bros. will bring together highly complementary strengths and a shared passion for storytelling,” said co-CEOs Ted Sarandos and Greg Peters. “By joining forces, we will offer audiences even more of the series and films they love—at home and in theaters—expand opportunities for creators, and help foster a dynamic, competitive, and thriving entertainment industry.”
Netflix noted that it has submitted all required antitrust filings, including with the U.S. Department of Justice and the European Commission, and expects the transaction to close within 12–18 months.
Update: Paramount has responded, stating its current offer is superior.
