Paramount Skydance Drags Out Warner Bid as Netflix Deal Looms

Paramount Skydance has bought itself more time in its hostile bid for Warner Bros Discovery, extending the deadline for shareholders to accept its offer as it tries to convince investors that its proposal beats a rival deal backed by Netflix.

The Ellison-owned media group said on Thursday it had pushed the tender deadline to February 20, giving shareholders extra time to consider its $77.9bn cash offer to buy Warner shares at $30 apiece. Including debt, the bid values Warner at more than $108bn.

It is the second time Paramount has extended the clock since launching its challenge to Warner’s merger agreement with Netflix last month, underscoring how hard it is proving to win over shareholders.

Earlier this month, Warner’s board flatly rejected a revised Paramount proposal that featured $40bn in equity personally guaranteed by Larry Ellison, the Oracle billionaire and father of Paramount CEO David Ellison. Larry Ellison is also a close ally of Donald Trump, a detail not lost on observers watching the political undertones of the deal.

So far, the numbers are not breaking Paramount’s way. As of late Wednesday, about 168.5 million Warner shares had been tendered in support of its offer, a fraction of what’s needed. Paramount must secure more than 50 percent of Warner’s roughly 2.48 billion outstanding Series A shares to take control.

Warner’s response has been blunt.

“Once again, Paramount continues to make the same offer our Board has repeatedly and unanimously rejected in favor of a superior merger agreement with Netflix,” the company said in an emailed statement. It added that more than 93 percent of shareholders have so far rejected what it called “Paramount’s inferior scheme”.

In December, Netflix agreed to buy Warner’s studio and streaming business for $72bn. This week, it sweetened and simplified the proposal, shifting from a cash-and-stock structure to an all-cash deal that executives say will accelerate a shareholder vote, potentially as early as April. Including debt, that transaction carries an enterprise value of about $83bn, or roughly $27.75 per share.

Paramount insists its offer is superior and has accused Warner’s leadership of short-changing shareholders. On Thursday, it warned that Warner’s board was “rushing to solicit shareholder approval” for the Netflix deal and argued that debt linked to a planned spinoff of Warner’s networks business could shrink the eventual payout.

At the heart of the fight is a fundamental difference in what each suitor wants.

Netflix is targeting Warner’s crown jewels, its studio operations and streaming arm, including HBO Max, while leaving behind the legacy cable and news businesses. Paramount, by contrast, is bidding for the whole company, a move that could place CNN and HBO Max under the same corporate roof as CBS.

Either outcome would redraw the map of Hollywood, consolidating control over franchises ranging from Friends to Batman and tightening the grip of a single giant over US film, television and streaming.