Warner Bros. Discovery Claims 93% of Shareholders Reject Paramount’s Proposal

Warner Bros. Discovery (WBD) announced that over 93% of its shareholders have rejected a proposal from Paramount Skydance, instead supporting a merger with Netflix valued at $83 billion. This statement responds to Paramount’s ongoing efforts to secure WBD assets by extending its tender offer.

Overview of the Acquisition Offer

Paramount has put forth a hostile takeover bid of $30 per share, set to expire on February 20. In an effort to rally support, Paramount aims to persuade WBD shareholders to vote against the Netflix deal at an upcoming meeting scheduled for April.

WBD’s Firm Position

WBD reiterated its stance, emphasizing that the board has declined Paramount’s offer multiple times, labeling it as an inferior option. The overwhelming rejection by shareholders bolsters WBD’s confidence in securing regulatory approval for its Netflix merger.

Details on Paramount’s Bid

• Paramount’s offer values WBD at $108.4 billion.
• David Ellison’s plans to continue pursuing the acquisition depend on rallying adequate support from shareholders.
• Despite backing from notable investors, including Larry Ellison, Paramount remains firm at a $30/share price.

Netflix’s Competitive Edge

In response to Paramount’s claims, Netflix modified its offer to an all-cash deal worth $27.75 per share as of January 20. This adjustment aims to counter Paramount’s assertion that its proposal is superior due to its cash-only structure.

Upcoming Events and Expectations

The merger with Netflix is projected to close within 12-18 months following the signing of their original agreement on December 4, 2025, pending regulatory approvals and shareholder agreement. This closure will align with WBD’s plans to spin off Discovery Global, incorporating numerous network assets.

Discovery Global Financial Projections

Amid the ongoing negotiations, Paramount has pursued legal action against WBD for financial disclosures related to Discovery Global. Paramount argues that the current valuations and proposed debt allocations need transparency for shareholders.

Debt Considerations Affecting Shareholders

• The estimated net debt for Discovery Global is projected at $17 billion by June 30, 2026.
• If WBD shifts any of this debt back to its streaming and studio assets, shareholder returns from the Netflix deal may be impacted directly.

As both companies remain locked in this competitive landscape, the optical future for Paramount and its ambitions to acquire Warner Bros. Discovery will rely heavily on shareholder persuasion and potential adjustments to its offer.