Warner Bros Discovery has sent a clear signal to billionaire Larry Ellison and his family, urging investors to turn down a takeover proposal it says falls short on certainty and transparency.

In a statement to shareholders, Warner argued that the hostile bid led by the Ellison family through Paramount Skydance is weaker than a competing offer from Netflix. While the Paramount proposal values Warner at roughly A$117 billion, higher than Netflix’s A$108 billion approach, the company said the headline number masks serious concerns about how the deal would be funded.

At the centre of Warner’s objection is the structure of the financing. The media group wants stronger personal assurances from Larry Ellison himself, rather than reliance on an Ellison family trust that Warner has described as unclear and difficult to assess. Executives said they could not be confident the all-cash offer would complete without more detailed guarantees.

The Netflix proposal, although lower in value, would see the streaming giant acquire Warner’s studios and HBO Max business only. Existing shareholders would retain ownership of a separate company holding cable networks such as CNN and TNT. Warner believes this structure provides greater certainty and less financial risk.

Paramount Skydance is not expected to raise its bid in the near term. Instead, it is continuing discussions with investors and advisers ahead of the current tender deadline in early January, which could still be extended. David Ellison has said feedback from shareholders so far has been encouraging and that the group remains committed to the transaction.

Behind the scenes, Paramount has also been making its case to US policymakers. David Ellison and Paramount’s chief legal officer were recently seen meeting lawmakers and White House representatives, highlighting the political dimension of a deal that would reshape the global media industry.

Warner’s detailed regulatory filing set out why it favours Netflix’s approach, citing lingering doubts about whether the Ellison family funding would hold up under pressure. Paramount’s bid relies on a mix of equity and debt, including commitments from major banks and sovereign wealth funds, alongside family-backed financing. Warner claims the equity support is tied to a revocable trust with what it calls gaps and limitations.

Paramount has pushed back strongly, accusing Warner of confusing shareholders. It said the offer equates to about A$45 per share in cash, fully backed by a long-established and well-capitalised trust linked to Larry Ellison. The company claims the trust holds assets worth more than A$375 billion, including a vast holding in Oracle shares.

The scrutiny comes at a sensitive time for Oracle, whose share price has fallen sharply amid concerns over heavy investment in artificial intelligence data centres. Larry Ellison’s personal wealth has dropped significantly as a result, adding to questions about the wider financial backdrop to the bid.

Investor opinion remains divided. Some shareholders believe the Paramount offer has a better chance of closing, while others are frustrated that key concerns remain unresolved. With no quick resolution in sight, analysts expect a prolonged battle that could redefine ownership of some of the most recognisable names in film, television and streaming.