The Warner Bros. Discovery board called Paramount’s all-cash offer inadequate and cited significant risks to shareholders. Board chair Samuel Di Piazza said the Paramount proposal failed to address key concerns raised throughout extensive engagement over six previous offers.
“The Paramount proposal failed to address key concerns raised throughout extensive engagement over six previous offers,” Di Piazza said.
Paramount launched its hostile bid last week, offering $30 per share directly to Warner Bros. Discovery shareholders, reports The Hollywood Reporter, just days after Netflix announced its agreement to acquire the studio’s film and streaming assets. The competing offers have triggered a bidding war that could reshape the entertainment industry.
Netflix established its agreement with Warner Bros. Discovery at a lower price of $27.75 per share, though the Netflix offer excluded the cable channels, according to ABC News. Under Netflix’s proposal, Warner Bros. Discovery’s cable networks, including CNN and TNT, would be spun off into a separate company called Discovery Global.
Netflix co-CEO Ted Sarandos defended the merger Wednesday, calling it superior for stockholders and beneficial for consumers, creators and the entertainment industry. “The Warner Bros. Discovery Board reinforced that Netflix’s merger agreement is superior and that our acquisition is in the best interest of stockholders,” Sarandos said to NBC News.
Paramount could submit a higher offer, which would trigger Netflix’s right to match under the merger agreement terms. The board signaled it wants more direct funding from the Ellison family if Paramount returns with an improved bid. On Tuesday, Jared Kushner’s private equity firm withdrew from backing Paramount’s offer.
Industry voices concerns over theatrical future
The proposed Netflix acquisition has sparked widespread anxiety among movie theater operators and creative professionals who fear for cinema’s survival. Cinema United CEO Michael O’Leary said the deal “poses an unprecedented threat to the global exhibition business,” warning it could impact theaters from major chains to small-town independents worldwide.
Theater owners worry Netflix’s streaming-first approach will reduce the number of films released in cinemas and shorten theatrical windows. Several exhibitors told CNBC they fear the deal will result in fewer theatrical releases and even shorter theatrical windows for major releases. Warner Bros. currently releases 12 to 14 movies annually and leads the box office this year with hits including “Sinners,” “A Minecraft Movie” and “Superman.”
On an investor call, Sarandos noted that theatrical windows will “evolve to be much more consumer friendly, to meet the audience where they are quicker,” a statement that alarmed filmmakers and exhibitors.
The Writers Guild of America said the merger “must be blocked,” arguing it represents exactly what antitrust laws were designed to prevent. Actress Jane Fonda called the consolidation “catastrophic” and urged the Department of Justice to review the deal. SAG-AFTRA and the Directors Guild of America expressed concerns about impacts on creative workers’ livelihoods and competitive opportunities.
Cinema United said the deal “would risk removing 25% of the annual domestic box office,” CNBC reported, putting smaller chains and independent theaters particularly at risk. Industry consolidation has historically reduced film output, as seen when Disney acquired 21st Century Fox in 2019.
Sarandos has pledged to honor Warner Bros.’ existing theatrical commitments through 2029 and said the company plans to continue releasing films to theaters. However, many in the industry remain skeptical given Netflix’s history of limited theatrical distribution, releasing films primarily to qualify for awards consideration.
Both the Netflix and Paramount bids face potential regulatory scrutiny from the Trump administration over antitrust concerns. The approval process could take several months to more than a year, according to legal experts. Any deal would likely require review by federal regulators and possibly state-level authorities and the European Union.
The battle over Warner Bros. Discovery represents one of the largest media mergers in history and will determine the future of one of Hollywood’s oldest studios, which has been owned by four different companies over the past decade.
