Warner Bros. Discovery Board Rejects Paramount’s Hostile Offer

Warner Bros. Discovery’s board has formally urged shareholders to reject Paramount’s hostile takeover bid, escalating an already tense battle over the future of one of Hollywood’s largest media companies.

In a message to investors, the board said it had unanimously concluded that Paramount Global’s offer undervalues WBD as it stands today and exposes the company to significant financial risk in the future. Shareholders were advised not to tender their shares, a move that effectively shuts down the deal unless Paramount returns with improved terms.

At the center of the dispute is, of course, money, but also confidence. The board has made clear that it believes Paramount’s proposal depends on complex, highly political, multinational financing arrangements and would saddle the combined company with an unsustainable level of debt. More simply, WBD leadership does not believe the offer provides enough guaranteed cash or long-term stability to justify giving up control of the company.

One key concern, according to Fortune, involves the source of that financing. A major portion of the bid is tied to assets held in a revocable trust connected to Paramount leadership, meaning funds could theoretically be withdrawn or restructured. From Warner Bros. Discovery’s perspective, that uncertainty represents a risk it is unwilling to accept.

Instead, the company continues to back its previously announced, board-approved deal with Netflix, which executives describe as more predictable and better aligned with an industry rapidly moving away from traditional linear television toward streaming. That path, however, raises its own questions, particularly around theatrical releases.

The board’s recommendation may signal the end of a battle, but not the larger war. Paramount has not withdrawn its offer, and hostile takeovers often drag on after initial rejections. Still, the message from Warner Bros. Discovery leadership is clear: it will not accept a deal it believes could weaken the company in the long term.

For animation, the stakes remain high. Warner Bros. Discovery controls some of the most influential studios, networks, and catalogs, and the outcome of this sale will undoubtedly shape where and how those projects are made and distributed for years to come.