{"id":424632,"date":"2025-12-04T18:18:11","date_gmt":"2025-12-04T18:18:11","guid":{"rendered":"https:\/\/www.europesays.com\/us\/424632\/"},"modified":"2025-12-04T18:18:11","modified_gmt":"2025-12-04T18:18:11","slug":"paramount-calls-warner-bros-sales-process-unfair-in-blistering-letter","status":"publish","type":"post","link":"https:\/\/www.europesays.com\/us\/424632\/","title":{"rendered":"Paramount Calls Warner Bros. Sales Process ‘Unfair’ in Blistering Letter"},"content":{"rendered":"

\n\tIn a notable turn for the sale of the Warner Bros. empire, David Ellison\u2019s Paramount<\/a> has issued a letter to the board of the studio it hopes to acquire, questioning if the David Zaslav-led company is overseeing \u201ca tilted and unfair process.\u201d<\/p>\n

\n\tWarner Bros. Discovery<\/a> lawyers have replied to the letter, in a note viewed by The Hollywood Reporter, deflecting concerns and saying, \u201cPlease be assured that the WBD Board attends to its fiduciary obligations with the utmost care, and that they have fully and robustly complied with them and will continue to do so.\u201d<\/p>\n

\n\tThe note from Paramount, reportedly sent via its attorneys at Quinn Emanuel, seems to suggest that it believes Netflix has been receiving more favorable treatment so far in the bidding process. Second round bids to acquire Warner Bros. Discovery were due on Dec. 1, and Paramount, Comcast and Netflix have all upped the ante to make offers after initial bids were collected Nov. 20. Warners has outlined that it\u2019d like to have a plan in place for a sale or split of the company by the end of the year.<\/p>\n

\n\tNetflix is seen as interested in acquiring the studio and streaming business (the Warner Bros. studio, HBO and HBO Max), whereas Paramount is aiming for an outright acquisition that includes the cable channels division (TNT, TBS, CNN, HGTV and Food Network) as well. Comcast\u2019s latest bid would see it spin out NBCUniversal into Warner Bros. Discovery in what would likely be a stock-heavy transaction.<\/p>\n

\n\t\u201cSeveral U.S. media outlets have reported on the enthusiasm by WBD management for a transaction with Netflix, and on statements by management that a transaction between WBD and Netflix would be a \u2018slam dunk,\u2019 while also referring to Paramount\u2019s bid in a negative light,\u201d read the Paramount letter, which CNBC published in full<\/a>. \u201cAdditional reporting since the submission of revised bids on December 1 has indicated that WBD\u2019s \u2018board has really warmed to\u2019 a transaction with Netflix due to the \u2018chemistry between\u2019 WBD management and Netflix management.\u201d<\/p>\n

\n\tRegulatory concerns appear to be a critical factor in any potential deal. Paramount reportedly upped its potential breakup fee to $5 billion in its latest offer, underscoring that it believes it has the best path to get through regulators, though the letter to WBD suggested that European Union regulators may be taking a tougher stand on the deal.<\/p>\n

\n\tA megadeal by Ellison\u2019s Paramount to acquire Warner Bros. Discovery in whole would \u201cnot come without risk,\u201d a Bank of America research team led by Jessica Reif Ehrlich wrote on Nov. 26. Paramount Skydance is \u201calready levered at nearly 3.5x prior to\u00a0funding\u00a0a\u00a0$70bn-$75bn equity purchase price and assuming $25.6bn in WBD\u00a0net\u00a0debt\u00a0as of late next year.\u201d <\/p>\n

\n\tThe Paramount bid for Warner Bros. is backed in part by the assumption that Oracle founder Larry Ellison (net worth: $266 billion<\/a>) would be a backstop in the deal to help boost his son\u2019s bid. David Ellison is only months removed from closing an $8 billion merger of his Skydance Media with Paramount in August and had been seen as a savior of that studio at the time, in the sense that it kept Paramount as an independent major. Now, as Ellison looks to consolidate the industry further, that shine on his brand appears to be coming off.<\/p>\n

\n\tParamount\u2019s letter also appeared to suggest that Warner Bros. management may be finding more favorable options for post-sale employment with other suitors. \u201cParamount has a credible basis to believe that the sales process has been tainted by management conflicts, including certain members of management\u2019s potential personal interests in post-transaction roles,\u201d the letter read. While no names were named, it\u2019s understood that Zaslav isn\u2019t necessarily looking to exit his C-suite perch, and chatter has centered on what role he may have at a post-transaction combo company. <\/p>\n

\n\tParamount, in its earlier conversations with WBD, offered Zaslav a co-CEO and co-chairman position, though it is not clear what exactly that would entail. Comcast, meanwhile, has proposed a deal that would merge NBCUniversal into WBD, a structure that would likely see Zaslav retain a senior leadership role (Zaslav, it\u2019s worth noting, spent much of his formative career at NBC).<\/p>\n

\n\tZaslav, of course, will also have to navigate WBD though whatever regulatory process it has to deal with, a process that could take years.<\/p>\n

\n\tA source notes to THR that with the WBD board leading the sale talks, it would be extremely unusual for any proposal to include a formal role for the current CEO (the board is focused on maximizing returns for shareholders, while also navigating potential regulatory hurdles). The entire WBD board will also need to unify on a deal, and they are less interested in what he does next. In other words, the best deal should win, regardless of what Zaslav\u2019s future could hold.<\/p>\n

\n\tThe Trump Department of Justice, meanwhile, is reportedly preparing for the event of a Netflix deal, planning an investigation and potentially a lawsuit to try and block it, given the potential combination of Netflix and HBO Max.<\/p>\n

\n\tLeft out of the conversation so far is Comcast. The letter and leaks from the administration suggest that Netflix has emerged as a preferred choice over NBCU, and that Paramount is not going to sit back and let the streaming giant win the prize.<\/p>\n","protected":false},"excerpt":{"rendered":"In a notable turn for the sale of the Warner Bros. empire, David Ellison\u2019s Paramount has issued a…\n","protected":false},"author":3,"featured_media":424633,"comment_status":"","ping_status":"","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[6],"tags":[64,15329,67,132,68,27281],"class_list":{"0":"post-424632","1":"post","2":"type-post","3":"status-publish","4":"format-standard","5":"has-post-thumbnail","7":"category-business","8":"tag-business","9":"tag-paramount","10":"tag-united-states","11":"tag-unitedstates","12":"tag-us","13":"tag-warner-bros-discovery"},"share_on_mastodon":{"url":"https:\/\/pubeurope.com\/@us\/115662677981363281","error":""},"_links":{"self":[{"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/posts\/424632","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/users\/3"}],"replies":[{"embeddable":true,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/comments?post=424632"}],"version-history":[{"count":0,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/posts\/424632\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/media\/424633"}],"wp:attachment":[{"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/media?parent=424632"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/categories?post=424632"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/www.europesays.com\/us\/wp-json\/wp\/v2\/tags?post=424632"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}