Warner Bros Discovery (WBD) is expected to reject an amended takeover proposal from the Paramount–Skydance consortium, despite billionaire Larry Ellison stepping in with a personal guarantee to strengthen the offer. According to people familiar with the matter, the company’s board has not yet taken a formal decision but is likely to review the proposal in a meeting scheduled for next week.
As part of the revised structure, Ellison personally backed the equity portion of the bid in an attempt to ease concerns around deal certainty that had clouded the earlier offer. However, the per-share cash consideration remains unchanged. Paramount has also increased the reverse termination fee to match Netflix’s proposal and extended the tender timeline, but these changes appear insufficient to sway the board.
If the Paramount–Skydance bid is turned down, Warner Bros Discovery is expected to continue advancing discussions around a competing transaction with Netflix, which involves a combination of cash and stock. While Netflix’s proposal carries a lower headline valuation, it is widely seen by analysts and market observers as offering clearer financing visibility and fewer structural complexities.
One key factor influencing the board’s thinking is the significant breakup fee attached to the Netflix agreement, which WBD would have to pay if it walks away from the deal. This exposure has raised concerns among directors and shareholders alike. Notably, one of WBD’s largest institutional investors has publicly stated that Paramount’s revised bid does not adequately compensate for this potential liability.
Paramount, for its part, has argued that its proposal would face fewer regulatory hurdles and that a combined Warner Bros–Paramount entity could emerge as a dominant global media powerhouse, surpassing industry rivals in scale across film and television. Despite these claims, current indications suggest the board remains unconvinced, with momentum increasingly favouring the Netflix-led transaction.
