Core Viewpoint - Paramount Skydance, backed by David and Larry Ellison, is positioning itself to potentially disrupt Warner Bros. Discovery's (WBD) merger with Netflix, following Netflix's $72 billion bid for WBD's assets [1][2]. Bid Dynamics - WBD CEO David Zaslav anticipates that the Ellisons may increase their bid to cover the $2.8 billion breakup fee WBD would incur if it withdraws from the Netflix deal [2][17]. - The Ellisons have made a $30 per share all-cash offer, which they argue is superior to Netflix's cash-and-stock offer of $30.75 per share, citing drawbacks for WBD shareholders in the latter [4][6]. Market Position and Strategy - The Ellisons' bid of $30 per share totals approximately $78 billion, which they believe is more attractive than Netflix's offer, especially considering Netflix's reliance on stock and uncertain valuations of WBD's cable properties [6][7]. - The Ellisons are also emphasizing "regulatory certainty," suggesting that their bid may face less scrutiny compared to Netflix's, which could be viewed as creating a monopolistic entity in the streaming market [11][12]. Regulatory Considerations - The potential merger between Netflix and WBD could create a streaming powerhouse controlling about 30% of the market, raising antitrust concerns among regulators [12][14]. - Zaslav believes that the Netflix deal will eventually receive regulatory approval, despite concerns raised by the Trump administration regarding Netflix's market power [13][15]. Financial Implications - Netflix has agreed to a $5.8 billion breakup fee if it withdraws from the deal, which is significantly higher than WBD's potential fee [15]. - The decline in Netflix's share price could affect the financial structure of its offer, potentially requiring it to allocate more funds to meet the agreed terms [16].
Why Paramount Skydance may not have to go ‘hostile' to thwart Warner Bros. Discovery's merger with Netflix