Warner Bros. Discovery Rejects Paramount–Skydance Buyout, Reaffirms Netflix Deal

Warner Bros. Discovery has drawn a firm line in the sand.

On Wednesday, Warner Bros. Discovery advised shareholders to reject the latest buyout proposal from Paramount Skydance, reaffirming its commitment to the $82.7 billion acquisition agreement it signed last month with Netflix.

The decision comes despite Paramount’s most aggressive offer to date: a $108.4 billion bid, marking the eighth hostile attempt by the rival media group to take control of Warner Bros. Discovery. On paper, the Paramount offer appears substantially higher. In practice, WBD’s board sees it as a financial house of cards.

Why the Board Said No—Again

According to materials shared with shareholders, Warner Bros. Discovery cited serious concerns about Paramount’s proposed financing structure. The deal would require approximately $54 billion in new debt, a level the board characterized as excessively leveraged in an already debt-heavy media environment.

Even a personal pledge from billionaire Larry Ellison—who reportedly committed more than $40 billion in equity financing to support the deal—failed to move the needle. Ellison is the father of David Ellison, CEO of Paramount Skydance, and his involvement was intended to reassure investors wary of the balance sheet risks.

It didn’t work.

From WBD’s perspective, the math doesn’t justify the risk. The company remains burdened by legacy debt from its own merger history, and taking on tens of billions more could limit long-term investment in content, technology, and global expansion.

The Netflix Deal: Smaller Number, Bigger Certainty

The Netflix agreement, while lower in headline value, offers something Paramount’s bid does not: clarity.

The deal reportedly minimizes new debt, provides predictable cash flow, and aligns WBD with a platform that has already demonstrated scale, subscriber retention, and international growth. For a board focused on stability after years of industry volatility, that certainty appears to outweigh the allure of a larger—but riskier—check.

Critics, however, argue the board may be overly conservative.

A $108.4 billion valuation represents a significant premium, and skeptics question whether WBD is undervaluing its own assets or prioritizing executive comfort over shareholder upside. Others point out that heavy leverage is not unusual in large-scale media consolidations, particularly when backed by deep-pocketed financiers.

Why Paramount Keeps Swinging

Paramount Skydance’s persistence suggests strategic desperation as much as ambition. Traditional studios are under mounting pressure as streaming economics tighten, advertising revenues fluctuate, and Wall Street grows impatient with long-term profitability promises.

Acquiring Warner Bros. Discovery would instantly consolidate premium IP, talent pipelines, and global distribution. The aggressive bidding campaign signals that Paramount views WBD as a once-in-a-generation opportunity—even if the price is steep.

Still, hostility cuts both ways. Multiple rejected bids can raise questions about governance, strategic alignment, and whether a merger would create value or chaos.

What Shareholders Should Really Be Asking

The real issue isn’t whether Paramount’s offer is bigger. It’s whether it’s believable.

• Can the combined company service $54 billion in new debt without gutting creative output?

• Would regulators allow such a consolidation without major asset sales?

• And does financial engineering compensate for execution risk in an industry already facing structural decline?

Warner Bros. Discovery’s board is betting that slow, stable alignment with Netflix beats fast, leveraged expansion with Paramount. Whether that bet pays off will depend less on deal size and more on whether streaming partnerships can still generate durable value in a maturing market.

For now, the message from WBD is unambiguous: the answer is still no.