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Media Battle Heats Up: Paramount's Hostile Bid for WBD Backed by Ellison Guarantee

December 23, 2025, 9:43 am
Warner Bros. Discovery
Warner Bros. Discovery
ContentCreationEntertainmentFilmMediaTelevision
Location: United States
Employees: 10001+
Netflix
Netflix
EntertainmentGlobalMediaStreamingTechnology
Location: United States
Employees: 1-10
Founded date: 1997
Total raised: $400M
Paramount
Paramount
EntertainmentFilmMediaStreamingTelevision
Location: United States
Employees: 10001+
Founded date: 1912
Oracle
Oracle
Location: United States, Texas, Austin
Employees: 1-10
Paramount escalated its pursuit of Warner Bros. Discovery. Billionaire Larry Ellison now personally guarantees $40.4 billion in equity financing. This strengthens Paramount's all-cash bid for the entire media giant. The move directly counters WBD's board, which endorsed Netflix's offer for only WBD's studio and streaming assets. Shareholders face a critical decision. They must evaluate competing valuations, financing structures, and regulatory approval risks. The outcome will redefine a major media player. A high-stakes battle continues.

A fierce battle for Warner Bros. Discovery is underway. Paramount Skydance pushes an all-cash offer. It seeks to acquire the entire media conglomerate. Netflix presents a competing bid. Netflix aims for WBD’s prized studio and streaming assets. WBD’s board currently favors the Netflix proposal. Paramount makes a hostile move. It appeals directly to WBD shareholders.

Paramount recently bolstered its offer. Billionaire Larry Ellison provided a crucial guarantee. The Oracle co-founder issued an irrevocable personal guarantee. It covers $40.4 billion of the equity financing. It also covers any potential damages claims. This commitment addresses prior concerns. WBD's board had questioned Ellison's involvement. It doubted his financial backing for Paramount's initial bid.

Paramount's revised offer stands at $30 per share. It is an all-cash transaction. This values WBD at an enterprise value of $108.4 billion. Paramount asserts this deal offers superior value. It believes its bid surpasses Netflix’s. Paramount did not increase its per-share price. It did hike its proposed reverse breakup fee. This now matches Netflix’s offer terms.

Netflix's bid focuses on specific WBD assets. It targets the Warner Bros. film studio and HBO Max streaming business. Netflix offers approximately $27.75 per share. This bid includes both cash and Netflix equity. The equity component carries a variable value. Shareholders would not know its exact worth until the deal closes. Netflix's offer carries an enterprise value of roughly $83 billion. Under this scenario, WBD would spin off its remaining assets. These include its linear cable networks. This entity, called "Discovery Global," would become a standalone public company.

WBD shareholders face a complex decision. They have until January 21 to tender shares to Paramount. This deadline could extend. Paramount aims for control. It needs 51% of outstanding WBD shares. The choice is critical. Shareholders weigh immediate cash versus future equity. They assess regulatory landscapes. They consider the potential for a bidding war.

Several arguments support tendering shares to Paramount. The $30 per share all-cash offer provides certainty. It is immediately more valuable than Netflix’s headline price. Paramount executives argue their offer is inherently superior. They value Discovery Global at minimal worth. Some believe Discovery Global might trade at just $1 per share. Paramount contends its $30 per share beats Netflix's $27.75 plus $1 for Discovery Global. Paramount’s deal structure means no uncertainty from Netflix stock fluctuations.

Another reason to tender is strategic. Shareholders might seek to spark a bidding war. Paramount has indicated its $30 offer is not its final price. Tendering could pressure Netflix. Netflix might then raise its bid. This could prompt Paramount to respond in kind. This dynamic benefits shareholders. It maximizes their return on investment.

Conversely, shareholders might choose not to tender. They might prefer the Netflix and Discovery Global equity. Some believe Discovery Global holds significant value. A rejected bid from "Company C" suggested a $25 billion cash offer for Discovery Global. This indicates a potential market for these assets. If Discovery Global secures a higher valuation than $1 per share, Netflix’s overall package becomes more attractive.

Regulatory approval presents another major consideration. Paramount highlights competition concerns with the Netflix deal. A combined Netflix and HBO Max streaming service would boast 420 million subscribers. This creates immense market power. Such a merger could face significant antitrust scrutiny. Even President Donald Trump expressed concerns. He cited potential "market share" issues. Paramount+ has a smaller subscriber base, around 80 million. Its combination with HBO Max poses less competitive risk.

However, Paramount’s own bid faces regulatory hurdles. Its financing includes substantial backing from Middle Eastern sovereign wealth funds. These include Saudi Arabia’s PIF, Abu Dhabi’s L’imad Holding Co., and the Qatar Investment Authority. WBD’s board previously expressed reservations. It noted more funding came from these funds than from the Ellison family directly. The prospect of foreign entities owning CNN, a major news network, raises political and national security questions. Regulators might block such a deal. A failed Paramount merger would prevent the Discovery Global spin-off. Shareholders could then be stuck with declining cable networks.

WBD's board has maintained its concerns about Paramount's financing. Even with Larry Ellison's guarantee, the direct personal equity investment from the Ellison family remains $12 billion. This figure has not increased. The board prefers a more direct commitment. It views the Ellison family trust as an "opaque entity." Larry Ellison's guarantee clarifies the backing. It may not fully allay the board's desire for more direct Ellison family capital. Yet, shareholders might simply prioritize the security of the funds. The origin of money may matter less than its certainty. The involved SWFs are established global investors.

The media landscape shifts rapidly. The outcome of this bidding war will shape it further. Shareholders must weigh current value, future potential, and inherent risks. Their decision will determine the fate of Warner Bros. Discovery. It will impact the broader streaming and entertainment industries. The stakes are profoundly high.