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Paramount officially announces Warner Bros. Discovery takeover

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  • Read the memo Paramount Skydance CEO David Ellison sent about the Warner Bros. Discovery merger.
  • The companies made it official on Friday with an announcement.
  • Netflix, which was also vying for WBD, declined to raise its bid for the company on Thursday.

Paramount Skydance and Warner Bros. Discovery have made it official, and CEO David Ellison sent a memo out to staff about the merger.

Paramount said in an official announcement on Friday that it had entered into a definitive merger agreement with Warner Bros. Discovery, giving the David Ellison-run media firm valuable assets such as HBO, CNN, and DC Studios.

Netflix, which was also vying for WBD, declined to raise its bid for the company on Thursday, effectively walking away from its offer to acquire Warner Bros. Discovery’s streaming and studio assets.

Paramount made multiple offers for all of Warner Bros. Discovery, including its film studio, HBO, and cable networks such as CNN, rather than the slimmer asset package Netflix had pursued. WBD accepted its revised $31-per-share offer that Netflix declined to counter.

Politics may have played a role in the bidding war. President Donald Trump publicly expressed disapproval of Netflix’s bid, and Republican lawmakers sharply criticized the company at a recent congressional hearing, accusing it of promoting “woke” programming. Trump had also demanded that Netflix fire a board member.

Investor sentiment compounded those headwinds. Netflix shareholders had been signaling discomfort with the scale and risk of the acquisition for weeks, dragging down the stock. Shares rebounded sharply once it became clear that Paramount’s bid was gaining momentum.

Read the memo Ellison sent:

Team,
Today we announced that Paramount has entered into a definitive agreement to acquire Warner Bros. Discovery. You can read the full details in our press release here.
I want to begin by thanking each of you for your patience, resilience, and commitment throughout this process. It has not been easy. Shortly after launching the new Paramount in August, we announced our plans to pursue this transaction. The months since have required a lot of hard work and resolve as together we have navigated the complexities and uncertainties that come with a deal of this scale.
That perseverance has brought us to this exciting moment.
By uniting two iconic studios, complementary streaming platforms, established cable and linear networks, expanding international businesses, world-class intellectual property, and the extraordinary talent behind all of this, we have a rare opportunity to help shape the future of our industry. Together, we can build a more dynamic, more competitive and more creatively ambitious company — one that better serves storytellers, entertains audiences around the world, and delivers long-term value for shareholders.
From day one, our vision has been clear: to build the next-generation global media and entertainment company. Acquiring WBD meaningfully accelerates that ambition. It expands our reach and enhances our ability to create the world’s most compelling stories and experiences.
While we have signed a definitive agreement, the transaction remains subject to customary closing conditions, including regulatory approvals and WBD shareholder approval, with a vote expected in the early spring of 2026. Until closing, Paramount and WBD will continue to operate as separate companies.
I know you will have questions about what this means for our company and for you and your teams. And as I said on Day 1, you have my commitment that we will be as direct as possible and share important updates as they become available.
Thank you again for your patience throughout this process and for your continued dedication. I am confident that, together, we will seize this incredible opportunity and build something truly extraordinary.
Let’s go!
David




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Leaked audio: Warner Bros. Discovery CEO David Zaslav tells employees Paramount deal felt ‘whiplash-y’

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Warner Bros. Discovery’s CEO just pitched employees on its impending Paramount Skydance deal, after spending the last few months arguing against it in favor of the now-nixed Netflix deal.

David Zaslav told WBD staffers at a company town hall on Friday morning that he’s excited to join forces with Paramount.

“I think together, we can be a great company,” Zaslav said on the call, a recording of which was obtained by Business Insider.

“We’re getting bigger, and we’re getting stronger,” he said.

WBD had agreed to sell its studio and HBO assets to Netflix for $27.75 per share. Paramount launched a rival bid of $30 per share for the whole company, including its cable TV networks, and pitched WBD shareholders that its deal was better.

Zaslav acknowledged that the decision to switch from its Netflix deal to Paramount’s rival offer “all happened very quickly.”

“It feels a little whiplash-y,” Zaslav said, adding that he and WBD’s board of directors are still “getting our bearings.”

Paramount “acted with determination” in pursuing WBD, Zaslav said.

WBD underwent a “thorough, rigorous strategic review process” and was under a legal obligation to continue to review and evaluate unsolicited offers that could bring shareholders more value.

Zaslav suggested that teaming up with Paramount is crucial to WBD’s survival.

“If Warner Bros. is going to survive, then we needed to be bigger, and we needed to be global,” Zaslav said.

Zaslav added that “some of these companies are getting so big that they can just run us over.”

The Paramount-WBD deal still needs regulatory approval, a process that will likely take at least six to 12 more months.

“The deal may not close,” Zaslav said. “If it doesn’t close, we get $7 billion, and we get back to work.”

Last week, WBD’s board told its shareholders that there could be an employee exodus if it took Paramount’s deal, citing the $6 billion in cost savings that Ellison’s company planned to achieve. Netflix had said it planned to get $2 billion to $3 billion in savings from its deal.




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Here’s what smart people are saying about Paramount winning the Warner Bros. Discovery deal

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Matt Stoller, director of research at the American Economic Liberties Project and author of the “BIG” anti-monopoly newsletter, discussed the legal situation surrounding the deal in a Substack video conversation with Richard Rushfield, a columnist at The Ankler.

He said the merger can be challenged by state enforcers, and Paramount would push to close the deal quickly to get ahead of that.

“That means they get to take over all these assets and start running them,” Stoller said. “They can fire people. They can intermingle the assets. They can choose new lines of business. They can move people around. All of the bonuses get paid out. They can do layoffs.”

Trying to unwind operations where assets are already intermingled would be like “unscrambling eggs,” Stoller said.

Stoller said he was puzzled by why other companies in Hollywood haven’t hired lawyers to compile evidence in opposition to the merger and hand it to state attorneys general to help build their case.

“It just baffles me why people are so passive when you can actually knife fight on stuff,” Stoller said, though he added that it could be happening without his knowledge.




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Warner Bros. Discovery says it thinks Paramount’s new bid could be superior to Netflix’s offer

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After 10 tries, David Ellison’s Paramount Skydance has finally made a proposal that Warner Bros. Discovery’s board is excited about.

Paramount is prepared to pay $31 per share for all of WBD, including its TV networks like CNN and TruTV, up from $30 per share in its previous public offers, WBD told shareholders on Tuesday afternoon.

WBD’s board said Paramount’s offer “could reasonably be expected” to lead to a superior proposal to Netflix’s. However, WBD added that its board had “not made a determination” yet as to whether Paramount’s latest bid is actually better.

If WBD’s board determines that Paramount’s bid is better, then Netflix would have four days to submit a sweetened offer, if it wants. Netflix has offered $27.75 per share for WBD’s streaming and studio assets, and doesn’t want its cable channels. While Netflix could stand pat, doing so could put its dream of buying HBO at risk.

WBD hadn’t been impressed with Paramount’s prior offers, raising issues about everything from its equity backstop to its initial hesitation to cover costs like a breakup fee to Netflix. Paramount patched up those perceived holes by putting a guarantee from billionaire Larry Ellison, the father of Paramount’s CEO, and agreeing to reimburse WBD’s payout to Netflix if the board switched deals.

Paramount’s new offer also includes a so-called “ticking fee,” which will pay WBD shareholders $0.25 per share for each quarter that Paramount’s deal for WBD doesn’t close, starting on September 30. Previously, the ticking fee was slated to start in January 2027.

Paramount has long believed its offers for WBD were better than Netflix’s, reasoning that WBD’s cable channels don’t have much value after accounting for how much debt they’re expected to carry.

Netflix has sold its deal for WBD’s studio and HBO assets as simpler and better for Hollywood. The streaming juggernaut argued that it would “protect and create jobs in America” compared to Paramount, which has promised investors $6 billion in savings if it buys WBD. Netflix has said its deal could create $2 billion to $3 billion in synergies.

WBD warned last week that an employee exodus was possible if it took Paramount’s offer, since staffers could fear mass job cuts.

Another pivotal factor in the fight for Warner Bros. is the regulatory process, both in the US and abroad.

President Donald Trump has sent mixed signals about Netflix’s planned acquisition of Warner Bros., saying that its market share “could be a problem” before pledging to stay out of the process and leaving the antitrust decision up to the US Department of Justice.

A White House spokesperson told Business Insider last week that the president “has great relationships with all parties in this potential transaction and remains neutral in this process with no preference for either bidder.”

Days later, Trump said Netflix should take Susan Rice off its board “or pay the consequences.” Rice, a White House official under Obama and Biden, had gone on a podcast and criticized Trump and the corporations that she believes “take a knee” to him. Netflix co-CEO Ted Sarandos downplayed Trump’s complaint, saying that the company’s Warner Bros. bid is “not a political deal.”

If Netflix decides to increase its offer, WBD shareholders will be in a win-win situation.




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Trump says he’s staying out of the fight between Netflix and Paramount to take over Warner Bros. Discovery

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President Donald Trump said Netflix and Paramount Skydance have called him about their fight over Warner Bros. Discovery — but he says he’s staying out of it.

“I’ve been called by both sides,” Trump told “NBC Nightly News.” “It’s the two sides, but I’ve decided I shouldn’t be involved. The Justice Department will handle it.”

This is a shift from what Trump said in December of last year.

“They have a very big market share, and when they have Warner Bros., you know, that share goes up a lot so, I don’t know,” Trump said after Netflix made its bid for Warner Bros. Discover. “I’ll be involved in that decision, too. But they have a very big market share.”

The fight for Warner Bros. Discovery, and its well-known IP, has been contentious.

In November of last year, formal bids for the media behemoth were submitted, including those from Netflix and Paramount Skydance — which previously signaled interest in buying Warner Bros. Discovery.

Netflix announced in early December that it would acquire parts of WBD — the studio and streaming — for an equity value of $72 billion ($27.75 per share).

“The seismic cash-and-stock deal, which has a total enterprise value of $82.7 billion, will bring together Netflix’s streaming platform with Warner Bros.’ century-old studio, HBO, HBO Max, and some of the most iconic franchises in film and television,” Business Insider reported when the deal was announced.

Paramount Skydance came in days later with a hostile, all-cash offer of $30 per share for all of WBD, including its cable assets, making its appeal directly to shareholders.

The battle has continued with Netflix revising its deal with an all-cash offer at the same price per share, Paramount Skydance saying Oracle billionaire Larry Ellison was backing its offer, and WBD telling its shareholders to reject the Paramount deal.

No matter how the saga ends, the bids will need to clear regulatory hurdles for the merger — and for now Trump said he’ll leave that to the DOJ.




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The memes are flying about the Netflix and Paramount bidding battle for Warner Bros. Discovery

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The Hollywood bidding war between Paramount Skydance and Netflix has created a meme frenzy.

The two media giants are in an all-out battle for Warner Bros. Discovery after it accepted Netflix’s offer to acquire its studio and streaming businesses for an equity value of $72 billion. David Ellison’s Paramount launched a hostile $30-per-share bid for all of WBD on Monday.

Warner Bros. Discovery owns the Warner Bros. film studio, HBO, the HBO Max streaming service, and TV networks such as CNN, TNT, and TruTV. It confirmed receipt of Paramount’s unsolicited offer on Monday.

Both entities have made their cases on why they’d be the best owner for WBD. Although internet comedians don’t have a say in where the deals land, it hasn’t stopped them from weighing in with viral jokes about the dueling companies and their quest to acquire WBD.

Some social media users are poking fun at the back-and-forth with memes about how far each company is willing to go to gain WBD’s favor. One post compared the battle for the best offer to a scene from the HBO business drama “Succession,” a title Netflix would own if the deal goes through.

The Instagram meme account Litquidity used parody images that appeared to be AI-created of two business leaders speaking at the DealBook Summit to mock how each company is trying to prove its offer is better.

Some people seem to be using humor to cope with the idea of more consolidation in Hollywood. They are pushing back on both offers with memes about stopping the looming acquisition completely.

“I’m putting together a team to fight the Netflix Warner Bros merger,” one X user captioned a compilation video of various actors and famous filmmakers.

Others speculated on what the movie-watching experience could be like under Warner Bros. Discovery’s new ownership. One TikTok video showed a man sitting down to watch a movie, only for the intros to include a confusing mix of studios, backers such as Saudi Arabia’s Public Investment Fund, and even a DJ, being played before the movie began.

In the midst of all the jokes, Netflix argues that its offer would be better for consumers and creators, while Ellison says Paramount is more likely to win regulatory approval and offers Hollywood more certainty.

What all of this means in the long run is unclear so far. It could lead to job cuts in the entertainment industry as the giants consolidate their power. The trends of streaming services getting pricier and fewer movies hitting theaters could also continue, as companies release less content, Business Insider previously reported.

Either way — as with many serious big business deals — consumers and industry insiders are finding ways to laugh through it.




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Read the memo Warner Bros. Discovery sent employees after Netflix won the bidding war for its key assets

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  • Netflix agreed to purchase Warner Bros. in a $72 billion deal.
  • Netflix will buy HBO Max and the Warner Bros. studio, but not WBD’s TV networks like CNN and TNT.
  • Here is the memo Warner Bros. Discovery CEO David Zaslav sent to employees.

Netflix is buying Warner Bros. Discovery’s studio and streaming businesses in a seismic $72 billion deal that promises to shake up Hollywood.

The Netflix-WBD tie-up, which the companies announced on Friday morning, would be the industry’s largest since Disney bought 21st Century Fox for $71 billion in 2019. Netflix is planning to buy HBO Max and the top-performing Warner Bros. studio, but not WBD’s TV networks like CNN, TNT, and TBS.

Netflix must first secure regulatory approval from the US and foreign governments, which some media analysts say could be a challenge. If all goes as planned, the deal is set to close in 12 to 18 months, the companies said.

Netflix beat out Paramount Skydance and Comcast in a bidding war.

Since Netflix is only buying the Warner Bros. studio and HBO Max, the remaining TV assets that are seen as less valuable will be spun out, as WBD originally planned. WBD was formed in April 2022 after a merger between AT&T’s WarnerMedia and Discovery.

“In the coming days, we will establish an Integration Office, which will coordinate all planning with Netflix, consistent with regulatory requirements,” WBD CEO David Zaslav wrote in a note to employees on Friday. “Until the transaction closes, WBD and Netflix remain separate companies. It may be tempting to reach out directly to counterparts or former colleagues at Netflix, but it is essential that all interactions are managed through this office to ensure we meet every legal and regulatory obligation.”

Here’s the full memo that Zaslav sent employees on Friday morning:

This communication has been sent to everyone at WBD.
Team,
The Board of Directors of Warner Bros. Discovery (WBD) approved a transaction under which Warner Bros. will be acquired by Netflix, subject to regulatory approvals and closing conditions, including the completion of the separation of Discovery Global from WBD.
As part of the structure, the Global Networks business will form a new standalone company, Discovery Global, with Gunnar Wiedenfels to serve as CEO once the new company separates from WBD, now expected to be completed in Q3 2026.
This decision reflects the realities of an industry undergoing generational change – in how stories are financed, produced, distributed, and discovered – and recognizes the strong, transformed company we are today, the significant value we have created, and the resilience and attractiveness that now position us in a rapidly evolving marketplace. Over the past several months, the Board evaluated a full set of strategic paths. Their conclusion is that this structure – Warner Bros. joining Netflix, and Discovery Global becoming a focused standalone company – provides the strongest long-term foundation for both sets of businesses.
As outlined in the announcement, the proposed combination of Warner Bros. and Netflix reflects complementary strengths, more choice and value for consumers, a stronger entertainment industry, increased opportunity for creative talent, and long-term value creation for shareholders.
I know this announcement creates many questions about what’s next. For some, it brings clarity about direction. For others, it raises questions about what this means for their teams and their work. All of those reactions are understandable. A transaction of this nature naturally creates uncertainty, and not all answers will be available immediately. Some will be clarified in the coming days and weeks; others depend on regulatory processes and on work that cannot begin until separation or closing.
People across WBD have navigated extraordinary change over the last three years, while building a company with real creative, journalistic, and commercial strength. That deserves to be acknowledged plainly.
What we can say now, based on the direction set out today, is that this structure provides a clearer path forward for Warner Bros. within Netflix, and for Discovery Global as a standalone company. For both, the goal is to position their creative work, talent, and brands to navigate a market that is constantly evolving and increasingly global.
What happens now
Later today, we will hold a Global Town Hall to walk through what we know and what is still to be determined. Calendar invites will follow shortly after this email.
Business Unit leaders will hold discussions specific to their areas in the coming days, so you can hear directly from your leader.
Managers will also come together early next week so they have the context and support they need to guide their teams through the early stages of this transition.
What happens next
The path toward a separation of WBD into Warner Bros. and Discovery Global will shift. We will redirect work tied to the earlier, planned two-company operating model and focus instead on the steps required to enable this transaction.
In the coming days, we will establish an Integration Office, which will coordinate all planning with Netflix, consistent with regulatory requirements. Until the transaction closes, WBD and Netflix remain separate companies. It may be tempting to reach out directly to counterparts or former colleagues at Netflix, but it is essential that all interactions are managed through this office to ensure we meet every legal and regulatory obligation.
What this means for you
We also recognize that many people are looking for more clarity about what to focus on, how to prioritize work, and what this means for their teams. Those details will become clearer over the next several weeks, as we move toward our 2026 goal-setting and operating plan alignment processes.
As part of that, you will hear guidance from your Business Unit and functional leaders early in the new year, with expectations and priorities anchored to what we know at that point in the regulatory process.
In the meantime, please continue to focus on the work needed to wrap up 2025, support year-end deliverables, and take the opportunity to rest and recharge over the holidays.
We will continue to communicate regularly, and new information will be shared in One Insider and on the One website. And we will see you later today at the Global Town Hall.
As we move through this next chapter, our aim is simple: handle decisions with care, communicate clearly about what we know, and make sure people have the information and support they need at each step.
I know moments like this carry weight. And they can also mark the beginning of new possibilities. The work you bring to this company – and the way you have shown up for one another – has built something that others clearly see value in. That matters. And while I cannot predict every step ahead, I am confident in the strength of our brands, in the talent of our teams, and in the stories, journalism, and experiences we will continue to bring to audiences around the world.
David




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