Warner Bros Warns Shareholders Off Paramount Bid

Warner Bros backs Netflix deal while warning shareholders of risks as Paramount presses hostile takeover bid.

Mark Rogers Mark Rogers

Warner Bros Discovery has moved to shape the shareholder narrative in its takeover battle, urging investors to look past Paramount Skydance’s $108.4bn hostile offer and back its agreed sale of key assets to Netflix.

The intervention follows Paramount’s decision to take its all-cash bid directly to shareholders after losing out to Netflix earlier this month. While Paramount is offering a higher headline valuation and targeting the entire group, Warner Bros is arguing that certainty, execution and risk matter more than price alone.

At the heart of the dispute is funding. Warner Bros has cast doubt on Paramount’s claims that its offer is fully secured, pointing to reliance on external backers and financial structures that it says leave shareholders exposed. The company has also highlighted the recent withdrawal of one high-profile backer as evidence that the financing behind the bid is less robust than advertised.

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By contrast, Warner Bros is positioning its $82.7bn deal with Netflix as cleaner and more predictable. That agreement would see Netflix acquire the film studios, HBO and the streaming business, leaving behind a slimmer company focused on traditional broadcasting. The board argues this route minimises disruption and reduces the risk of drawn-out regulatory battles.

Politics now loom large over both proposals. President Trump has said he intends to be involved in any approval process and has repeatedly singled out CNN, which would remain inside Warner Bros under Paramount’s plan. His comments have injected further uncertainty into a contest already shaped by regulatory and antitrust concerns.

Related:
Paramount Crashes Back Into the Fight for Warner Bros With a Bigger Bid

Paramount continues to argue that its offer delivers greater immediate value and avoids concentrating too much power in the hands of a single streaming giant. Warner Bros, however, is signalling that a higher price does not compensate for what it sees as financial opacity, political exposure and execution risk.

With both sides now appealing directly to investors, the outcome is no longer just a boardroom decision. What began as a seemingly settled Netflix deal has turned into a full-scale shareholder test, with control of one of Hollywood’s most influential media groups still very much up for grabs.