By Amy-Jo Crowley and Milana Vinn Feb 19 (Reuters) - Netflix has ample cash and could bump up its offer for HBO Max owner Warner Bros Discovery if competing bidder Paramount Skydance increases its own offer, two people with knowledge of the matter said. The ‌two media giants have been locked in a heated rivalry over Warner Bros and its storied catalogue, which includes iconic franchises ‌like "Harry Potter", "Game of Thrones", DC Comics and Superman. Though Warner Bros is moving forward with a March 20 ...

SGH, Steel Dynamics bid $10.6 billion for BlueSCope Steel in 'best and final' offer | ReutersSkip to main content[Exclusive news, data and analytics for financial market professionalsLearn more aboutRefinitiv]A row of storage containers at the BlueScope steelworks, Port Kembla, Australia February 9, 2024. REUTERS/Lewis Jackson [Purchase Licensing Rights, opens new tab]Feb 18 (Reuters) - Australian billionaire Kerry Stokes- owned SGH Ltd [(SGH.AX), opens new tab] and U.S.-based Steel Dynamics [(STLD.O), open ...

Warner Bros Discovery opens door to Paramount Skydance offer Proactive uses images sourced from Shutterstock Warner Bros Discovery Inc (NASDAQ:WBD, XETRA:J5A) announced that it will engage with Paramount Skydance Corp (NASDAQ:PSKY) regarding a potential takeover proposal after receiving a limited seven-day waiver from Netflix, even as the company’s board reaffirmed its support for the previously announced Netflix merger. The company said Netflix granted the waiver to allow Warner Bros. Discovery to hold d ...

The situation intensified this week as Paramount CEO David Ellison—and a vocal investor—made new moves to thwart rival Netflix's planned takeover. ...

Core Viewpoint - Netflix is reportedly planning to revise its $82.7 billion deal to acquire Warner Bros. Discovery into an all-cash offer to counter Paramount Skydance's hostile bid [1]. Group 1: Deal Structure - The original agreement valued WBD's assets at $27.75 per share, with $4.50 payable in Netflix stock [3]. - Paramount has made a competing offer of $30 per share in cash for WBD, which includes its cable television division [3]. Group 2: Competitive Pressure - Paramount is pressuring WBD to reconsider its terms by offering a higher bid and has initiated a lawsuit for financial transparency [4]. - Paramount's CEO, David Ellison, has accused WBD's board of refusing to engage in negotiations regarding the proposed deal [5]. Group 3: Timeline and Reactions - Netflix's original deal was agreed upon in early December, shortly before Paramount made its $108 billion bid for the entirety of WBD [6]. - WBD has already rejected Paramount's bid twice [6].

Core Viewpoint - Netflix is considering changing its cash-and-stock deal for Warner Bros. studios and streaming assets to an all-cash offer, amidst competition from Paramount's $30-a-share cash proposal for Warner Bros. Discovery [1][2]. Group 1: Netflix's Offer - Netflix's current offer for Warner Bros. is $27.75 per share, which includes $23.25 in cash and $4.50 in Netflix shares [2]. - The potential shift to an all-cash deal by Netflix is seen as a response to Paramount's assertion that cash offers are more favorable [2]. Group 2: Paramount's Actions - Paramount has filed a lawsuit against the Warner Bros. Discovery (WBD) board in Delaware Chancery Court, seeking documentation on the decision-making process that led to the choice of Netflix over its own offer [3]. - Paramount is also planning a proxy fight to elect its own directors to the WBD board, aiming to challenge the Netflix deal and promote its own proposal [3]. Group 3: WBD's Position - WBD has labeled Paramount's lawsuit as "meritless" and argues that a merger with Paramount poses greater risks for Warner Bros. and its shareholders [4]. - The WBD board has advised shareholders against accepting Paramount's offer and remains committed to the agreement with Netflix [2][4].

Core Viewpoint - Paramount Skydance is escalating its efforts to acquire Warner Bros. Discovery by launching a proxy fight and filing a lawsuit to obtain more information about WBD's deal with Netflix, aiming to derail that transaction and promote its own cash offer [1][4]. Group 1: Proxy Fight and Strategy - Paramount Skydance plans to nominate its own directors for the 2026 annual meeting of Warner Bros. Discovery and will encourage shareholders to oppose the Netflix agreement if a special meeting is called [2]. - The strategy aims to reshape the board that previously rejected Paramount's bid and to garner investor support for a deal that is claimed to be superior in terms of value and risk [2]. Group 2: Financial Comparisons - Paramount's offer is $30 in cash per share for Warner Bros. Discovery, valuing the company at approximately $108 billion while addressing about $87 billion of WBD's debt [5]. - In contrast, Netflix's deal involves acquiring WBD's film and television studios, HBO, and HBO Max for $27.75 per share, implying an equity value of about $72 billion and an enterprise value of $82.7 billion, while leaving legacy cable networks as a standalone entity [6]. Group 3: Legal Actions and Information Disclosure - Paramount has filed a lawsuit in Delaware Chancery Court to compel Warner Bros. Discovery to disclose details on the valuation of the Netflix transaction and the planned spin-off of its global cable networks [4]. - Paramount argues that without this information, investors cannot make an informed decision between the competing offers, particularly regarding debt treatment and the board's risk assessment of its $30-per-share proposal [4]. Group 4: Implications for Investors - A proxy contest would allow Paramount to seek the removal of current directors at the 2026 annual meeting and replace them with nominees more amenable to its offer [7]. - If elected, these directors would be expected to utilize WBD's rights under the Netflix agreement to reconsider Paramount's bid and potentially facilitate a transaction with Paramount [7].

Core Viewpoint - Warner Bros. Discovery has received an unsolicited tender offer from Paramount Skydance to acquire all outstanding shares, with the board considering the offer alongside its current arrangement with Netflix [1]. Group 1: Offer Details - Paramount's offer is $30 per share in cash for the entire firm, presenting a straightforward exit option for shareholders [5]. - Netflix's proposal involves a more complex structure, splitting Warner Bros. Discovery's old networks into a new entity, potentially called "Discovery Global," and focusing on studios and streaming [6]. Group 2: Investor Sentiment - Paramount's cash offer aims to provide immediate satisfaction to investors, reducing uncertainty in a volatile market [7]. - The simplicity of Paramount's bid contrasts with Netflix's multifaceted approach, which includes cash, stock, and a spinoff stake, leading to a more complicated decision for shareholders [8]. Group 3: Market Perception - The perception of a cash bid as superior may be misleading if the market doubts its likelihood of closing, as indicated by the board's hesitance to act [9]. - Netflix's structured payment plan includes elements that may not be fully appreciated by investors, suggesting a hidden value in its offer [10].

Group 1 - Warner Bros. Discovery has received multiple bids for its business, including offers from Netflix, Paramount, and an unnamed fourth bidder [1][2] - The unnamed bidder, referred to as "Company A," proposed to acquire only Warner Bros. Discovery's film and streaming assets, which aligns with a bid from Comcast [1] - "Company C" has made a bid for Warner Bros. Discovery's Global Networks business, which includes CNN, TNT, and TBS, along with 20% of its film and streaming assets [2] Group 2 - Warner Bros. Discovery has deemed the proposal from "Company C" as "not actionable" and plans to proceed with preliminary offers from Netflix, Paramount, and "Company A" by late November [2] - CEO David Zaslav indicated that Amazon and Apple have shown interest in acquiring Warner Bros. Discovery, although they do not fit the "American media company" description [3] - Other companies have previously submitted bids for Paramount, including a joint bid of approximately $26 billion from Apollo Global Management and Sony, and a $30 billion bid from Allen Media Group [3]

Core Viewpoint - Paramount has launched a hostile bid for Warner Bros. Discovery, offering $30 per share in cash, urging shareholders to reject Netflix's recent $72 billion takeover deal [1][2]. Group 1: Paramount's Offer - Paramount's bid is aimed at acquiring the entirety of Warner Bros. Discovery, including its Global Networks business [1]. - The offer of $30 per share is the same amount that Warner Bros. Discovery previously rejected in favor of Netflix's offer [2]. - Paramount has made six proposals to Warner Bros. Discovery over a 12-week period prior to this bid [2]. Group 2: Netflix's Deal - Netflix's deal to acquire Warner Bros. Discovery is valued at $27.75 per share, totaling an enterprise value of $82.7 billion, including debt [3]. - The transaction is expected to close within 12 to 18 months, contingent upon Warner completing its separation of cable operations [3]. - The deal does not include networks such as CNN and Discovery [3]. Group 3: Market Reactions and Implications - Shares of Warner Bros. and Paramount increased by 5% to 6% at the market opening following the news, while Netflix's shares saw a slight decline [4]. - Paramount's Chairman and CEO stated that their offer would benefit the creative community, consumers, and the movie theater industry by enhancing competition and increasing content spending [3]. - President Donald Trump expressed concerns regarding the Netflix deal's potential market share implications and indicated involvement in the federal approval process [4].