Warner Bros rejects Paramount takeover again and tells shareholders to
stick with Netflix bid
[January 08, 2026] By
WYATTE GRANTHAM-PHILIPS and MICHELLE CHAPMAN
NEW YORK (AP) — Warner Bros. again rejected a takeover bid from
Paramount and told shareholders Wednesday to stick with a rival offer
from Netflix.
Warner’s leadership has repeatedly rebuffed Skydance-owned Paramount’s
overtures — and urged shareholders just weeks ago to back the sale of
its streaming and studio business to Netflix for $72 billion. Paramount,
meanwhile, has made efforts to sweeten its $77.9 billion hostile offer
for the entire company.
Warner Bros. Discovery said Wednesday that its board determined
Paramount’s offer is not in the best interests of the company or its
shareholders. It again recommended shareholders support the Netflix
deal.
“Paramount’s offer continues to provide insufficient value, including
terms such as an extraordinary amount of debt financing that create
risks to close and lack of protections for our shareholders if a
transaction is not completed," Warner Bros. Discovery Chair Samuel Di
Piazza Jr. said in a statement. In contrast, he added, the company's
agreement with Netflix “will offer superior value at greater levels of
certainty.”
Paramount did not immediately respond to a request for comment. The
company's hostile bid is still on the table. Warner shareholders
currently have until Jan. 21 to “tender” their shares.
Late last month, Paramount announced an “irrevocable personal guarantee”
from Oracle founder Larry Ellison — who is the father of Paramount CEO
David Ellison — to back $40.4 billion in equity financing for the
company’s offer. Paramount also increased its promised payout to
shareholders to $5.8 billion if the deal is blocked by regulators,
matching Netflix's breakup fee.
In its Wednesday letter to shareholders, Warner expressed concerns about
a potential deal with Paramount. Warner said it essentially considers
the offer a leveraged buyout, which includes a lot of debt, and also
pointed to operating restrictions that it said were imposed by
Paramount's offer and could “hamper WBD’s ability to perform” throughout
a transaction.
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 The battle for Warner and the value
of each offer grows complicated because Netflix and Paramount want
different things. Netflix’s proposed acquisition includes only
Warner’s studio and streaming business, including its legacy TV and
movie production arms and platforms like HBO Max. But Paramount
wants the entire company — which, beyond studio and streaming,
includes networks like CNN and Discovery.
If Netflix is successful, Warner’s news and cable operations would
be spun off into their own company, under a previously-announced
separation.
A merger with either company could take over a year to close — and
will attract tremendous antitrust scrutiny along the way. Due to its
size and potential impact, it will almost certainly trigger a review
by the U.S. Justice Department, which could sue to block the
transaction or request changes. Other countries and regulators
overseas may also challenge the merger. And politics are expected to
come into play under President Donald Trump, who has made
unprecedented suggestions about his personal involvement on whether
a deal will go through.
Trade groups across the entertainment industry have continued to
sound the alarm about both deals.
In a statement addressed to a Congressional antitrust subcommittee
on Wednesday, Cinema United — which represents more than 60,000
movie screens worldwide — reiterated it was “deeply concerned” that
Netflix's acquisition could harm both moviegoers and people who work
in theaters, pointing to the streaming giant's past reliance on its
online platform. The group said its concerns were “no less serious”
for Paramount's bid — warning of consequences of further
consolidation overall, which it said could result in job losses and
less diversity in filmmaking.
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