
Feb 24 (Reuters) - Warner Bros Discovery WBD.O on Tuesday said Paramount Skydance's revised offer PSKY.O could reasonably be considered a superior proposal, opening talks with the Hollywood studio to buy the owner of HBO Max and the "Harry Potter" franchise.
Paramount's revised offer included an increased purchase price of $31 per WBD share in cash, plus a daily ticking fee equal to $0.25 per quarter beginning after September 30.
Netflix, which agreed to buy Warner Bros Discovery's studio and streaming service HBO, will have four days to match the new terms if the Warner Bros board determines the new Paramount bid is superior.
Here is how both the bids compare:
| Netflix | Paramount Skydance |
Savings | $2 billion to $3 billion in annual savings | Combined business will execute more than $6 billion in cost synergies |
Offer | All-cash $27.75 per share | All-cash tender offer of $31.00 per share and a ticking fee of 25 cents per share for every quarter the deal does not close, starting January 1, 2027 |
Premium | 121.3% to Warner Bros Discovery's closing price on September 10 | 147% to the undisturbed Warner Bros' stock price of $12.54 as of September 10 |
Closing | Between 12 months and 18 months | More than 12 months |
CEOs | Co-CEOs Ted Sarandos and Greg Peters | David Ellison |
Backers and financing | Debt funding of up to $59 billion via Wells Fargo, BNP Paribas, and HSBC Bank, along with cash on hand | The amended offer is fully financed by increased equity commitments of $43.6 billion from the Ellison family and RedBird Capital Partners, a $43.3 billion personal guarantee from Larry Ellison, and $54 billion in debt commitments from Bank of America, Citigroup, and Apollo. Other financing partners include Saudi Arabia's Public Investment Fund, Abu Dhabi-based L'imad Holding Company PJSC, Qatar Investment Authority |
Value | Enterprise value of $82.7 billion, equity value of $72.0 billion | Enterprise value of $111 billion, equity value of $80.6 billion |
Breakup fee | Netflix to pay $5.8 billion, Warner Bros to pay $2.8 billion | Paramount to pay $7 billion. It has also agreed to cover the $2.8 billion breakup-fee Warner Bros owes Netflix. It also said it would backstop Warner Bros' planned debt exchange, eliminating the risk of a potential $1.5 billion fee owed to bondholders, and would grant WBD the same interim operating flexibility it negotiated with Netflix. |
Streaming subscribers | Over 325 million | 79.1 million |
U.S. President Donald Trump's comments | "I haven't been involved," Trump said in an interview with NBC News in February. "I must say, I guess I'm considered to be a very strong president. I've been called by both sides. It's the two sides, but I've decided I shouldn't be involved. The Justice Department will handle it." Previously, Trump has said, "Netflix is a great company. They've done a phenomenal job. Ted is a fantastic man… 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, in a post on Truth Social, criticized CBS and its new owners after Paramount was acquired by Skydance. He said that since the acquisition, the program 60 minutes has "actually gotten worse." In the past, however, Trump has praised Paramount Skydance CEO David Ellison, calling him "great". |
Market cap | Valued at $324.56 billion as of the closing price on February 13. | Valued at $11.06 billion as of the closing price on February 13. |
Assets on the line | Warner Bros' film and television studios, videogame IP and developers, HBO network and its content library, and the HBO Max streaming service. | All of Warner Bros. Discovery, including film, television, streaming, gaming, and cable television networks such as HBO and CNN. |
Source: Company filings, LSEG data, media reports