Paramount questions Warner Bros. Discovery on 'fairness and adequacy' of sale process
CNBC·2025-12-04 14:43

Core Viewpoint - Paramount Skydance is raising concerns about the fairness of Warner Bros. Discovery's (WBD) sale process, suggesting it favors a single bidder, particularly Netflix, and questioning the adequacy of the process [1][2][7]. Sale Process Concerns - Paramount's attorneys have formally questioned the fairness and adequacy of WBD's sale process, which began in October, and have requested that their concerns be discussed with WBD's board of directors [1][2]. - The letter from Paramount's attorneys indicates that WBD's management may have a bias towards Netflix's offer, which is primarily cash [2][3]. Bidding Details - Paramount, Netflix, and Comcast have submitted second-round bids, with all three companies offering higher bids than their initial proposals [3]. - Paramount has been attempting to acquire the entirety of WBD, which includes HBO Max, Warner Bros. film studio, and various cable networks, since September [5]. Management and Board Dynamics - Paramount suspects that WBD CEO David Zaslav has been biased against a merger with them and is more inclined towards a separation of the company [7]. - The letter from Paramount requests confirmation on whether WBD has appointed an independent special committee to oversee the sale process, emphasizing the need for impartiality [9][10]. Company Structure and Interests - Prior to the sale process, WBD was considering splitting into two entities: one focusing on streaming and studio operations and the other on cable TV networks [6]. - Netflix and Comcast are reportedly only interested in WBD's streaming and film studio segments, rather than the entire company [6].