Overview
- In a letter filed Wednesday, the board urged shareholders to reject Paramount Skydance’s $30‑per‑share hostile offer that values WBD at about $108.4 billion.
- WBD said switching from its binding agreement with Netflix could trigger roughly $4.7 billion in costs, including a $2.8 billion termination fee to Netflix, a $1.5 billion debt‑exchange penalty, and about $350 million in additional interest.
- Directors characterized Paramount’s plan as a highly leveraged buyout requiring more than $50 billion in incremental debt and leaving the combined company with about $87 billion of total debt.
- Netflix’s pact, priced at $27.75 per share in cash and stock for WBD’s studios and streaming assets including HBO/HBO Max, leaves cable and news channels to be spun off as Discovery Global.
- WBD said Discovery Global holds meaningful standalone value that Paramount undervalues, and noted both potential transactions face antitrust review, with timelines widely described as 12 to 18 months; Paramount can raise its bid, withdraw, or seek a shareholder vote.