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Again, WBD board rejects Paramount hostile bid

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The Warner Bros. Discovery board once again unanimously urged shareholders to reject Paramount Skydance’s hostile takeover bid on Wednesday.

The board maintained that the Paramount offer is “inferior” to the company’s earlier agreement with Netflix to acquire WBD’s studio and streaming operations for $72 billion.

“We have a signed merger agreement with Netflix, it’s a compelling value, a clear path to closing and protections for our shareholders if something stops the close, whatever that might be,” WBD board Chairman Samuel Di Piazza, said, according to CNBC.

Shortly after that deal was announced, Paramount made a hostile bid, directly targeting shareholders with an all-cash offer of $30 per share for the entire Warner Bros. Discovery, including its TV networks.

WBD’s board initially recommended rejecting Paramount’s offer, but the company renewed its pursuit of the coveted assets. In late December, Paramount secured the support of billionaire Larry Ellison, father of Paramount Skydance CEO David Ellison, addressing concerns previously raised by WBD’s board.

Di Piazza had earlier stated that the board was cautious about the nature of backing from Oracle co-founder Larry Ellison.

In a revised offer late last year, Paramount stated that Larry Ellison had committed not to revoke the family trust or transfer its assets in a way that could affect the pending deal.

However, Paramount Skydance did not increase the cash amount of its bid.

“PSKY has repeatedly failed to submit the best proposal for WBD shareholders despite clear direction from WBD on both the deficiencies and potential solutions,” the WBD board said in a letter to shareholders Wednesday.

“The WBD Board, management team and our advisors have extensively engaged with PSKY representatives and provided it with explicit instructions on how to improve each of its offers. Yet PSKY has continued to submit offers that still include many of the deficiencies we previously repeatedly identified to PSKY, none of which are present in the Netflix merger agreement, all while asserting that its offers do not represent its ‘best and final’ proposal,” the board continued.

Paramount representatives did not immediately respond to requests for comment.

Netflix, meanwhile, welcomed the WBD board’s recommendation, noting that it has been in discussions with the U.S. Department of Justice and the European Commission regarding antitrust considerations for the merger.

“The WBD Board remains fully supportive of and continues to recommend Netflix’s merger agreement, recognizing it as the superior proposal that will deliver the greatest value to its stockholders, as well as consumers, creators and the broader entertainment industry,” Netflix co-CEOs Ted Sarandos and Greg Peters said in the statement.