Warner Bros. Discovery rejects Paramount’s amended takeover offer

Warner Bros. Discovery on Wednesday rejected Paramount Skydance’s amended takeover offer, the latest in a series of rejections in David Ellison’s pursuit of the streaming and cable giant.

The media company said it remains committed to the $82.7 billion deal it reached in December to sell its streaming service, studio and HBO cable channel to Netflix.

‘The Board unanimously determined that the Paramount’s latest offer remains inferior to our merger agreement with Netflix across multiple key areas,’ Warner Bros. Discovery Chairman Samuel Di Piazza said in a statement.

‘Paramount’s offer continues to provide insufficient value,’ he continued.

In a letter to shareholders, Di Piazza wrote that Paramount Skydance’s offer carries ‘significant costs, risks and uncertainties as compared to the Netflix merger.’ The way the Paramount deal is structured creates a ‘lack of certainty’ about its finalization, he added.

Di Piazza adds in the letter that if the company were to agree to the Paramount merger and it failed to close, it would result in a ‘potentially considerable value destruction.’

‘What matters most right now is our focus as we start the year,’ Warner Bros. Discovery CEO David Zaslav said in a memo to employees seen by NBC News. ‘Our operating plans remain unchanged, and our priorities for 2026 are clear and intentional.’

Zaslav wrote that the ‘review was conducted with discipline and rigor, and was supported by independent financial and legal advisors.’

On Dec. 22, Paramount Skydance increased its offer for Warner Bros. Discovery with a personal guarantee from billionaire Larry Ellison, who was backing the financing for the deal. His son, David Ellison, is the CEO of Paramount Skydance.

However, that was not enough for Warner Bros. Discovery. That beefed-up offer followed Warner Bros. Discovery’s Dec. 17 public rejection of Paramount. It also preceded multiple private rejections before Paramount Skydance went public.

In a statement Thursday, Paramount said it remained committed to the offer that WBD has rejected twice. “WBD continues to raise issues in Paramount’s offer that we have already addressed, including flexibility in interim operations,” Paramount said.

At stake is the future of one of the most storied media empires in the United States.

The bidding by Paramount also comes amid a monumental shift in the media and streaming landscape at large. On Monday, Versant Media, the cable network spinoff from Comcast, began trading as an independent company. Shares have plunged more than 20% over the course of those two days. (Comcast is the parent company of NBCUniversal and NBC News.)

On CNBC, Di Piazza said it would be a mistake to compare Warner Bros. Discovery‘s cable networks to Versant. ‘Discovery Global is different, it has a lot more scale,’ he said.

Streaming companies such as Apple, Netflix and Amazon are also challenging traditional broadcasters such as Paramount-owned CBS for sports rights.

Warner Bros. Discovery controls properties ranging from CNN Worldwide and the Discovery Channel to HBO, as well as the Warner Bros. film studio and archive.

Despite the back and forth between Warner Bros. Discovery and Paramount, Netflix has so far proceeded with the deal it inked Dec. 5, under which the world’s largest streaming company would acquire a stake in WBD.

Warner’s cable networks would be spun out into a separate company as part of that deal. However, Paramount Skydance wants to buy everything Warner Bros. Discovery owns.

Paramount’s controlling shareholders, the Ellisons, have suggested they could obtain regulatory clearance more quickly and easily than Netflix.

In mid-2025, the Ellisons acquired Paramount with approval from the Trump administration. But that approval only came after CBS News agreed to pay $16 million to President Donald Trump’s future presidential library over an interview that “60 Minutes” had conducted with then-presidential candidate, Vice President Kamala Harris.

Netflix, for its part, has met with Trump at the White House over the deal. But Trump has said either bidder poses potential problems, in his view.

Netflix said in a statement that it ‘welcomed the Warner Bros. Discovery board of directors’ continued commitment to the merger agreement’ the two companies reached last year. ‘Netflix and Warner Bros. will bring together highly complementary strengths and a shared passion for storytelling,’ Netflix’s co-CEOs Ted Sarandos and Greg Peters said.

Di Piazza said on CNBC that the difference between Paramount’s offer and that of Netflix is that Warner Bros. and Netflix already ‘have a signed merger agreement’ that has ‘a clear path to closing.’ Di Piazza also said the Netflix deal offers ‘protections for our shareholders, if something stops the close, whatever that might be.’

Trump has said he will be personally involved in reviewing whichever merger proceeds.

Paramount did not immediately respond to a request for comment.