Warner Bros. Discovery Rejects Paramount Buyout Offer as Media Merger Battle Continues

Warner Bros. Discovery is formally pushing back against Paramount’s hostile takeover bid, telling shareholders that Paramount’s $30-per-share offer carries significant risks and does not provide the value or certainty of the company’s existing plan to sell key assets to Netflix.

In a letter filed Wednesday, the Warner Bros. Discovery board described Paramount’s proposal as “illusory,” arguing that it poses major financial and regulatory uncertainties. While the board is advising shareholders to reject the bid, the final decision rests with investors, some of whom have indicated they may still tender their shares to Paramount.

Paramount has reaffirmed its all-cash offer, saying it provides superior value and a faster path to completion than the Netflix transaction. Warner Bros. Discovery executives dispute that claim, raising questions about Paramount’s financing, which relies heavily on backing from royal families in Saudi Arabia, Qatar and Abu Dhabi.

Paramount has insisted that its financing is secure and said those foreign investors would hold no voting or governance rights if the deal goes through. Warner Bros. Discovery has challenged that assertion, questioning why Paramount’s owners are seeking outside funding rather than fully financing the bid themselves.

Adding to the uncertainty, Jared Kushner’s private equity firm, Affinity Partners, withdrew from the financing process this week, though it said it still sees strategic value in Paramount’s offer. Lawmakers have also raised national security concerns about foreign-backed financing tied to one of the country’s largest media companies.

Meanwhile, Netflix is moving ahead with its agreement to acquire major Warner Bros. assets, including the movie studio and the HBO Max streaming service. Under the current plan, Warner Bros. Discovery would split into two publicly traded companies next summer, with CNN becoming part of a new entity called Discovery Global.

The corporate standoff could continue for months. Paramount’s current offer is set to expire in early January but could be extended, and analysts say higher bids or legal challenges remain possible. A shareholder vote on the Netflix deal is expected in the spring or early summer.

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