The Warner Bros Discovery board has finally rejected Paramount $108.4 billion hostile bid on Wednesday December 17,2025 quoting that it failed to provide adequate financing assurances.
In a letter disclosed to shareholders in a regulatory filing, the board wrote that “Paramount had consistently misled Warner Bros shareholders that its $30-per-share cash offer was fully guaranteed or backstopped,” by the Ellison family, led by billionaire and Oracle CEO Larry Ellison.
“It does not, and never has,” the board wrote of the guarantee of Paramount’s offer, noting that the offer posed “numerous, significant risks.”
“The Warner Bros Discovery Board reinforced that Netflix’s merger agreement is superior and that our acquisition is in the best interest of stockholders,” its co-CEO Ted Sarandos, said in a statement.
The company explained that Warner Bros shares were down 1.4% at $28.5 in premarket trading, while Netflix gained 1.5% whereas Paramount fell 1.8%.
Paramount has submitted a total of six bids to acquire the entire Warner Bros studio, including its television networks, including CNN and TNT Sports.
Warner Bros Discovery’s board wrote that it considered the regulatory risks in evaluating the Netflix and Paramount offers, and believes that either transaction would obtain the necessary U.S. and foreign regulatory approvals.
Netflix also offered a $5.8 billion break-up fee that was higher than Paramount’s $5 billion break-up fee.
The Warner Bros Discovery board also described the Paramount offer as “illusory,” adding that it could be terminated or amended at any time prior to the deal’s completion, which is not the same as a binding merger agreement.
“The PSKY offer provides an untenable degree of risk and potential downside for WBD shareholders,” the board wrote.
