Paramount Skydance Corp. launched a hostile takeover bid for Warner Bros. Discovery Inc. on Monday at $30 per share in cash, days after the media giant agreed to sell to Netflix Inc. The move follows President Donald Trump's warning that the Netflix-Warner Bros. deal could pose antitrust problems due to market share concerns.
AI Generated Image
Warner Bros. Discovery shares surged as much as 8% on Monday as investors anticipated a bidding war. Paramount stock climbed more than 7%, while Netflix fell up to almost 5% in morning trading. The market reaction reflected growing uncertainty over the Netflix transaction, with bets on prediction marketplace Polymarket showing a 16% chance of Netflix closing the acquisition by end-2026, down from around 23% before Paramount's hostile offer.
Paramount CEO David Ellison, backed by his father Larry Ellison—Oracle co-founder and the world's second-richest person with close ties to Trump—argued his all-cash offer provides shareholders almost $18 billion more in cash than Netflix’s $27.75 per share mixed cash-and-stock bid. "We are offering shareholders $17.6 billion more cash than the deal they currently have signed up with Netflix," Ellison told CNBC on Monday.
The hostile bid escalates a battle that could reshape Hollywood's future, with regulatory scrutiny, shareholder votes, and political pressure all playing decisive roles. Under Netflix's deal announced Friday, Warner Bros. will spin off cable networks including CNN before the merger closes, with Netflix acquiring only the studio and streaming assets.
Paramount's All-Cash Counter-Offer
Paramount's $30-per-share bid values Warner Bros. Discover at $108.4 billion in enterprise value, seeking to acquire the entire company rather than just select assets. The offer is backed by equity financing from the Ellison family and private-equity firm RedBird Capital, plus $54 billion in debt commitments from Bank of America, Citi and Apollo Global Management.
"WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company," Ellison said in a statement. "Our public offer provides superior value, and a more certain and quicker path to completion." Paramount submitted six proposals over 12 weeks, but Warner Bros. Discovery "never engaged meaningfully" with these proposals, the company said.
Ellison said he texted Warner Bros. Discovery CEO David Zaslav that $30 per share wasn’t Paramount’s best and final offer, suggesting willingness to bid higher. The hostile bid comes after WarnerBros. rejected Paramount’s $30 offer last week, opting instead for Netflix despite receiving the lower-valued proposal on Thursday.
Trump Raises Market Share Concerns
Trump questioned the Netflix-Warner Bros. transaction on Sunday, saying "it is a big market share. It could be a problem." The president confirmed he met Netflix co-CEO Ted Sarandos recently and said he would be personally involved in the decision-making process. "We'll see what happens, but it is a big market share. It could be a problem," Trump said.
Kevin Hassett, White House National Economic Council director, said it's "not rare for presidents to have opinions about big, society-changing mergers." Speaking on CNBC, Hassett said the Justice Department will examine concentration in the streaming business and reduced competition. "I think the president is just very interested in making sure that there's a lot of analysis to make sure that we make the right choice," he said.
Ellison emphasized his "incredibly grateful" relationship with Trump and argued the president "believes in competition." He contended that "allowing the No. 1 streaming service to combine with the No. 3 streaming service is anticompetitive," positioning Paramount's offer as regulatory-friendly given the company's smaller market footprint.
Regulatory and Industry Challenges
Beyond Trump's concerns, the Netflix-Warner Bros. deal faces bipartisan lawmaker opposition and European Union scrutiny. Republican Representative Darrell Issa and Democratic Senator Elizabeth Warren have faulted the transaction as harmful to consumers. In Britain, House of Lords member Baroness Luciana Berger pressed the government on competition and pricing impacts.
Netflix agreed to pay Warner Bros. Discovery a $5.8 billion breakup fee if the deal fails regulatory approval--almost the largest such fees ever. WarnerBros. would pay Netflix $2.8 billion if it abandons the deal for another buyer. On Friday's investor call, Sarandos said he's "highly confident in the regulatory process."
Netflix is expected to argue that more than 75% of HBO Max subscribers already use Netflix, making them complementary rather than competitors. The company will also contend that other services including YouTube and TikTok should be included in market analysis, dramatically shrinking Netflix's perceived dominance. By Nielsen's TV usage measurement, Netflix holds 8% share at No. 6, below Paramount's 8.2%, with YouTube leading.
Analysts at eMarketer said "the Warner Bros Discovery acquisition is far from over. Netflix is in the driver's seat but there will be twists and turns before the finish line."
