Warner Bros. Discovery backs Netflix merger while reopening Paramount talks
Warner Bros. Discovery wants to hear Paramount’s “best and final proposal” for the media company, and is opening a brief window for discussions about a bid, while also moving forward with its Netflix merger and urging shareholders to reject Paramount’s current hostile bid.
If that sounds convoluted, that’s because it is.
Warner Bros. Discovery, or WBD for short, is worth tens of billions of dollars, and the company’s board is trying to ensure it squeezes every possible billion out of its suitors.
So it is reopening talks with Paramount, in pursuit of a higher price, while recognizing that Netflix can and likely will match the price.
Netflix, for its part, is criticizing Paramount aggressively, saying that Paramount’s “financing challenges and rapid deleveraging plans pose tremendous risk to the entertainment industry.”
Last December, WBD agreed to sell most of the company, including the Warner Bros. movie studio and HBO, to Netflix. WBD’s cable channels, including CNN, are not part of the sale.
The deal with Netflix doubled as a rejection of Paramount. But Paramount CEO David Ellison responded by going directly to shareholders with a $30-per-share offer for all of WBD, including CNN.
That’s the offer WBD is officially opposing. On Tuesday morning, WBD said it will hold a special shareholder meeting on March 20 and will recommend voting to approve the Netflix deal, which values the studio and streaming assets at $27.75 per share.
WBD has argued that the sale to Netflix, along with the creation of Discovery Global, a new company housing the cable channels, is the best available option for investors, while calling the Paramount proposal overly risky and likening it to a leveraged buyout.
But there is a big unknown: What is Paramount’s “best and final” offer?
In negotiating parlance, that’s the most a buyer is willing to pay, and Paramount hasn’t shared its answer.
During the initial bidding war for WBD last year, Paramount indicated it was willing to pay more than $30 per share. Last week, according to WBD, a person speaking on Paramount’s behalf told a Warner board member that Paramount would agree to pay $31 per share if the two sides held deal talks.
The person left some additional wiggle room by indicating that $31 was not the final offer.