No Surprise: Warner Bros. Discovery’s Board of Directors Really Isn’t Into That Paramount Offer

They're still all in on the Netflix offer, though.

In today’s batch of “let’s all learn more about mergers and acquisitions best practices together” news, the Warner Bros. Discovery Board of Directors has “unanimously determined that the tender offer launched by Paramount Skydance on December 8, 2025, is not in the best interests of WBD and its shareholders and does not meet the criteria of a ‘Superior Proposal’ under the terms of WBD’s merger agreement with Netflix announced on December 5, 2025.”

In short: They don’t like it! And, as such, they have advised WBD’s shareholders to reject the Paramount offer, while also giving their full support of Netflix’s own offer.
 
“Following a careful evaluation of Paramount’s recently launched tender offer, the Board concluded that the offer’s value is inadequate, with significant risks and costs imposed on our shareholders,” said Samuel A. Di Piazza, Jr., chair of the Warner Bros. Discovery board of directors, in an official statement. “This offer once again fails to address key concerns that we have consistently communicated to Paramount throughout our extensive engagement and review of their six previous proposals. We are confident that our merger with Netflix represents superior, more certain value for our shareholders, and we look forward to delivering on the compelling benefits of our combination.”

On December 5, Netflix and WBD announced “a fully negotiated and financed definitive agreement” under which Netflix will acquire Warner Bros., including its film and television studios, HBO Max, and HBO. On December 8, Paramount made a hostile takeover bid for WBD directly to shareholders.

In its own statement, Netflix shared that the company “welcomed the recommendation from the Warner Bros. Discovery Board of Directors for stockholders to reject the unsolicited offer from Paramount Skydance Corporation, launched on December 8, 2025,” which is certainly an easy way to align the two companies as they attempt to move forward with a massive deal.

“The Warner Bros. Discovery Board reinforced that Netflix’s merger agreement is superior and that our acquisition is in the best interest of stockholders,” said Ted Sarandos, Netflix co-CEO, in a statement. “This was a competitive process that delivered the best outcome for consumers, creators, stockholders, and the broader entertainment industry. Netflix and Warner Bros. complement each other, and we’re excited to combine our strengths with their theatrical film division, world-class television studio, and the iconic HBO brand, which will continue to focus on prestige television. We’re also fully committed to releasing Warner Bros. films in theaters, with a traditional window, so audiences everywhere can enjoy them on the big screen.”

Added Netflix, “Netflix has a long history of investing in creativity and partnering with top talent, and we’re committed to honoring and growing Warner Bros.’  incredible brands and franchises. By joining forces to combine our strengths and our passion for great storytelling, we’ll strengthen the entertainment industry.”