New War Breaks Out In the Battle To Own Warner Bros
The bidding war for Warner Brothers Discovery is intensifying again with Paramount Skydance confident it can overthrow rival Netflix who thought it had a done deal.
Until recently Netflix believed it was in the box seat, saying “the only signed, board-recommended agreement with Warner Bros is the only certain path to delivering value to Warner Bros’ stockholders.
All seemed on track. Netflix was prepared to pay $27.75 a share in cash to buy Warner’s studio and streaming business in a deal worth $72bn. In addition, Netflix CEO Ted Sarandos and Warner Bros CEO David Zaslav had forged a good relationship, and there was confidence in Netflix’s ability to take on the challenges.
Paramount on the other hand sought to buy the entire Warner Bros business including its cable business which included CNN, Discovery and TNT. They carried substantial debt.
So Netflix had the running. In the minds of some investors, the Paramount deal was unrealistic with its valuation of Warner Bros at $30-31 per share. There was a major antitrust concern about the deal. Netflix too had the ability to match any competing Paramount offer.
But there were other issues at play. Importantly, the Trump administration saw Paramount Skydance as a better option politically. A Paramount Deal would put Warner Bros in more conservative hands with Oracle founder and CTO Larry Ellison, the father of Paramount CEO David Ellison, a long time Trump ally and financier.
Some saw the benefit of a friendlier Paramount having ultimate oversight of CNN which had been hostile to the Trump administration.
The New York Post reported that Paramount had begun legal action against Warner Bros claiming that it had been unfairly treated due to the friendship between Netflix CEO Ted Sarandas and WBD CEO David Zaslav. Paramount itself mounted a hostile offer to buy WBD at the end of December.
At the same time, the Netflix camp was concerned that Warner Bros would be left with a debt-ridden orphan in its cable channels whose sale wouldn’t help Netflix finance an offer above $30 per share to match Paramount’s.
Warner Bros this week told the Post that it still favoured the Netflix deal and planned a shareholder meeting on March 20.
“We continue to believe the Netflix merger is in the best interests of Warner Bros shareholders due to the tremendous value it provides, our clear path to achieve regulatory approval and the transaction’s protections for shareholders against downside risk,” says WBD Chairman Samuel A. Di Piazza Jr, the Post reported.
But the tide shifted. There was new opposition within Warner Bros to the deal with The Wall Street Journal reporting that investor Ancora Holdings planned to oppose it, saying it is underdone.
Ancora, which has an almost $200 million stake in Warner Bros, told The Wall Street Journal the Netflix board had not engaged enough with WBD.
Simultaneously, Warner Bros CEO David Zaslav had left the door open to a new bid from Paramount.
The New York Post reports that while Zaslav had good relations with Netflix’s Sarandas and supported its deal publicly, he also was keen to keep the bidding war going. Zaslav wanted to fan the flames of competition for a better share price.
“I wanted to put these guys in the ring together and let them duke it out,” Zaslav told one person close to the matter, the Post reported.
The outcome is that Warner Bros will restart talks with Paramount in what will be a rekindled bidding war. For its part Netflix says it will grant WBD a seven-day waiver to negotiate with Paramount, which has until February 23 to submit a best offer.
Netflix then has a right to match the offer, but whether Netflix shareholders agree to a heftier share price remains to be seen. Netflix says it still has a deal with Warner Bros.




















































































