In a letter to the shareholders, the WBD board determined that the Paramount Skydance proposal fails to qualify as a ‘superior proposal’.
Warner Bros. Discovery, Inc. (WBD) announced on Wednesday that its board of directors unanimously concluded that a tender offer from Paramount Skydance Corp. (PSKY) does not serve shareholders’ best interests, reinforcing support for the company’s previously announced merger with Netflix, Inc. (NFLX).
The decision follows an extended strategic review process that evaluated multiple proposals and potential outcomes.
Board Reaffirms Netflix Deal
In a letter to the shareholders, the WBD board determined that the Paramount Skydance proposal fails to qualify as a ‘superior proposal’ under the terms of its merger agreement and urged investors not to tender their shares.
The board said that Paramount’s proposal raised red flags related to funding stability and deal structure.
“PSKY's most recent proposal includes a $40.65 billion equity commitment, for which there is no Ellison family commitment of any kind. Instead, they propose that you rely on an unknown and opaque revocable trust for the certainty of this crucial deal funding.”
-Board of Directors, Warner Bros. Discovery
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