Warner Bros Discovery Inc (NASDAQ:WBD, XETRA:J5A) has rejected Paramount Skydance’s amended bid to acquire the media conglomerate, reiterating that the offer does not represent a superior alternative to its existing agreement with Netflix.
The revised Paramount proposal, valued at approximately $108.4 billion in all-cash terms, included increased financing guarantees, including a personal $40 billion backstop from Oracle co-founder Larry Ellison, as well as higher break-up and termination fees.
Despite these changes, WBD said the offer remains “inadequate,” citing the substantial debt the deal would impose and the associated risks if the transaction fails to close.
“The Board unanimously determined that Paramount’s latest offer remains inferior to our merger agreement with Netflix across multiple key areas,” said WBD board chair Samuel Di Piazza Jr.
He added that Paramount’s structure “creates risks to close and lack of protections for our shareholders,” while the Netflix combination “offers superior value at greater levels of certainty.”
Under the Netflix agreement, WBD’s assets, including its movie studios, HBO, and HBO Max, are set to be acquired for $82.7 billion.
Paramount’s offer proposed acquiring the entire company, including CNN, the Cartoon Network, and the Discovery Channel.
WBD also highlighted that accepting Paramount’s deal could result in $4.7 billion in additional costs, including fees related to its Netflix agreement and debt financing.
Shares of WBD were flat at $28 on the news. Shares of Paramount Skydance were also little changed at $12.