David Ellison Isn’t Giving Up — Paramount Adds $650M Per Quarter to Warner Bros Hostile Bid

You’ve got to hand it to Paramount/Skydance CEO David Ellison: he refuses to take no for an answer. The man is relentless—accustomed to getting what he wants—so Warner Bros.’ repeated rejections, eight and counting, must sting.

Yes, just when it looked like Netflix had Warner Bros. in the bag—pending, of course, a thorough DOJ inspection—Ellison has just sweetened his hostile bid for Warner Bros. Discovery with new financial guarantees, pressing shareholders to reject the Netflix deal.

Paramount is now saying it will add an incremental 25 cents per share in cash to WBD holders for every quarter the acquisition doesn’t close after Dec. 31, 2026—that’s roughly $650M per quarter in total value. It also pledged to cover the $2.8 billion termination fee owed to Netflix if WBD shareholders accept Paramount’s $30-per-share all-cash offer in full.

Despite eight prior rejections, Ellison framed the enhanced proposal as proof of Paramount’s “unwavering commitment” to delivering superior and more certain value than Netflix’s $27.75-per-share deal for Warner Bros.’ studios and HBO Max.

Paramount also says it’s making progress on regulatory approvals, having complied with the DOJ’s Second Request and secured foreign investment clearance in Germany. This comes nearly a month after Ellison sued Warner Bros. Discovery to force disclosure, followed by a tour of European lawmakers aimed at slowing or blocking approval of the Netflix transaction.

And look—I get why Warner Bros. Discovery remains wary of Paramount’s bid, even though it’s clearly higher than Netflix’s. The WBD board views the Netflix deal as more certain, less risky, and better aligned with its strategy: the execution risk is more minimal. The only real obstacle for them is the DOJ railroading the entire thing.

Paramount’s offer, while richer on paper, could leave WBD exposed if the deal collapses. That said, what Ellison is putting on the table now isn’t trivial—it’s a substantial amount of money, much of it in cash. At some point, WBD has to weigh how much value it’s leaving behind and ask whether the risk of saying no to Ellison is worth walking away from all that extra cash.

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August 19, 2019

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