Warner Bros. Discovery Rejects Paramount's $108 Billion Bid. Here's One Reason Why.
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By Jeremy Bowman – Dec 17, 2025 at 4:00PM ESTKey PointsWarner Bros. Discovery recommended that shareholders reject Paramount's tender offer.WBD said that the non-binding offer could be terminated at any time.Paramount gave a full-throated response.These 10 Stocks Could Mint the Next Wave of Millionaires ›NASDAQ: WBDWarner Bros. DiscoveryMarket Cap$72BToday's Changeangle-down(-2.39%) $0.69Current Price$28.21Price as of December 17, 2025 at 4:00 PM ETNetflix got one step closer to taking over Warner Bros.Paramount Skydance's (PSKY 5.42%) last-ditch bid to win the bidding war for Warner Bros. Discovery (WBD 2.39%) took a step backward on Wednesday after WBD recommended that its shareholders reject Paramount's tender offer, or the hostile takeover it made last week. Instead, the WBD board said the company should move ahead with the agreed sale to Netflix (NFLX +0.23%). WBD gave several reasons for that decision, but the crux of the argument appeared to be that the Paramount offer was not as sound as Netflix's. In a press release announcing the decision, WBD said that the Ellison family, which would fund the $108 billion offer, had not provided an equity backstop, meaning a commitment of other funding if the financing falls through. It also called Paramount's offer non-binding, meaning Paramount could back out at any time. WBD pushed back on Paramount's argument that its offer represented less regulatory risk than the Netflix bid, saying it sees "no material difference in regulatory risk" between the two offers. WBD Board Chair, Samuel A.
Di Piazza Jr. said, "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." Image source: Getty Images. Paramount pushes back Paramount responded to the board's recommendation by again calling on shareholders to tender their shares, or sell them to Paramount, which had offered $30/share for all of Warner Bros. Discovery. It also said it was confident that its "fully financed" offer was superior and had a more certain path to completion.Advertisement Notably, WBD stock is still trading below that threshold, ranging between $28 and $29, giving shareholders a good reason to sell their stock to Paramount for $30 a share. WBD stock was trading down nearly 2% for the day as of Wednesday afternoon, showing that investors may have been unhappy with the recommendation. Netflix stock, meanwhile, traded up on the news. Netflix had offered $27.75 per share for most of WBD, but would not purchase its cable networks or the Discovery+ streaming service. ExpandNASDAQ: WBDWarner Bros. DiscoveryToday's Change(-2.39%) $-0.69Current Price$28.21Key Data PointsMarket Cap$72BDay's Range$28.19 - $28.8552wk Range$7.52 - $30.00Volume70MAvg Vol47MGross Margin28.15% What happens next The WBD-Netflix merger isn't necessarily a done deal. WBD shareholders still have until Jan. 8 to tender, or sell, their shares to Paramount. If Paramount is able to gain a majority of shares in WBD, it would be able to block the deal, change the board, and fully take over the company. It's unclear what WBD shareholders think of the tender offer, but the clock is now ticking. Even if the tender offer fails, that's no guarantee that the WBD-Netflix merger will gain regulatory approval, as Netflix is already dominant in the streaming industry. Whatever happens with the tender offer, this story is far from over.About the AuthorJeremy Bowman has been a contributing Motley Fool stock market analyst, covering technology, consumer goods, and macroeconomic trends since 2011.
Before The Motley Fool, Jeremy was a newspaper reporter, restaurant manager, and English teacher abroad. He holds a bachelor’s degree in English from Colorado College and a master’s degree in business administration from American University. One of his Motley Fool headlines was briefly featured on Late Night with Stephen Colbert.TMFHoboX@TMFBowmanRead NextNov 11, 2025 •By Robert IzquierdoIs Warner Bros.
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