Paramount Skydance extends Warner Bros takeover bid offer

The Ellison-owned media giant will now give investors until February 20 to consider its bid.

Paramount Skydance has extended the deadline for its hostile tender offer for Warner Bros Discovery by a month, buying time to persuade investors that its bid is superior to one from Netflix.

The Ellison-owned media company on Thursday moved the deadline to February 20 to consider its $77.9bn offer to buy Warner shares for $30 apiece in cash. The bid has a total enterprise value of more than $108bn, including debt.

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The extension marks the second time Paramount has pushed out the deadline since challenging Warner’s merger agreement with Netflix last month.

Earlier this month, Warner’s board rejected an amended Paramount bid that included $40bn in equity personally guaranteed by Larry Ellison, Oracle’s co-founder and father of Paramount CEO David Ellison. Larry Ellison is also a close ally of US President Donald Trump.

As of late Wednesday, Paramount said more than 168.5 million Warner shares had been tendered in support of its offer. That remains far below the 50 percent threshold needed to gain control of the company, which has about 2.48 billion shares outstanding in its Series A common stock.

“Once again, Paramount continues to make the same offer our Board has repeatedly and unanimously rejected in favor of a superior merger agreement with Netflix,” Warner said in an emailed statement on Thursday, adding that it is “clear our shareholders agree”, as more than 93 percent have so far rejected “Paramount’s inferior scheme”.

In December, Netflix agreed to buy Warner’s studio and streaming business for $72bn. This week, it switched its offer from a cash and stock combination to an all-cash deal that the companies say is more straightforward and will speed the path to a shareholder vote by April. Including debt, the enterprise value of that deal is about $83bn, or $27.75 per share.

Paramount, however, argues its offer is better and has accused Warner’s leadership of a lack of transparency with shareholders.

On Thursday, the company said Warner’s board was “rushing to solicit shareholder approval” for the Netflix merger, warning that debt from a previously announced spinoff of Warner’s networks business could reduce the eventual payout to shareholders.

The battle for Warner is complicated by the fact that Netflix and Paramount are seeking different assets.

A successful deal would reshape Hollywood by handing control of franchises from Friends to Batman, along with the HBO Max streaming service, to a single buyer.

Netflix deal lingers

Netflix’s bid covers only Warner’s studio and streaming business, including HBO Max and its TV and film production arms. Paramount’s offer, by contrast, is for the entire company, including its news and cable operations, potentially putting CNN under the same roof as CBS.

If Netflix prevails, Warner’s networks would be spun off into a separate company called Discovery Global under a previously announced plan.

A sale of Warner Bros Discovery is expected to be lengthy and face intense antitrust scrutiny. Politics are likely to play a role under Trump, who has made unprecedented suggestions about his personal involvement in the approval process.

The Ellisons have argued that their relationship with Trump gives them an easier regulatory path. Netflix co-CEO Ted Sarandos said on a post-earnings call on Tuesday that the company has made progress toward securing the necessary approvals.

On Wall Street, Paramount Skydance is up 1.9 percent, Warner Bros Discovery is down 0.4 percent. Netflix is tumbling down 2.5 percent in midday trading.