Warner Bros. Discovery is aiming to provide an update on whether it will split or sell the company toward the middle or end of December, according to CNBC.
The update comes as the company put itself up for sale in October after launching a strategic review of alternatives, citing “unsolicited interest” from “multiple parties” for all or part of its business.
Thus far, WBD’s board has rejected three separate takeover offers from Paramount for being too low, which ranged between $19 and $23.50 per share. Paramount CEO David Ellison has argued the company would be the “best partner” for Warner, adding that other potential acquirers would need to overcome “significant (perhaps insurmountable) hurdles given their dominant market positions.”
In an Oct. 13 letter to WBD’s board, Paramount argued that the value to shareholders in a break-up would be less than $15 per share or roughly $18 to $20 per share including a “robust, yet highly uncertain, M&A premium for Warner Bros,” an individual familiar with the matter confirmed to TheWrap. In order to sweeten the bid, Ellison even offered Warner CEO David Zaslav a co-CEO and co-chairman title, as well as increasing the portion of the bid paid in cash to shareholders from 60% to 80% and increasing the breakup fee from $2 billion to $2.1 billion.
TheWrap previously reported that Ellison would look to merge HBO Max and Paramount+ into a “super platform.” The theatrical model is also at the core of his vision and a combined company would look to target an output of 30 films per year as part of its commitment to that model.
In addition to the strategic review update, CNBC reported that Paramount also hasn’t signed a non-disclosure agreement for access to Warner Bros. Discovery’s data room to review financials. The outlet noted that the company is keeping its options open and has discussed taking a tender offer directly to shareholders and formalizing a hostile bid for the company.
Per a company filing, a threshold of just 20% of WBD shareholders who have held the stock for at least a year are needed in order to call a special meeting to vote on fending off a hostile takeover bid.
Representatives for WBD did not immediately return TheWrap’s request for comment. A spokesperson for Paramount declined to comment.
In addition to continuing on with its planned split into Warner Bros. and Discovery Global, the company’s board will also consider separate transactions for those two companies or a deal for the entire combined company. WBD also said it would consider an alternative separation structure that would enable a merger of Warner Bros. and spin-off of Discovery Global to its shareholders.
In addition to Paramount, Netflix and Comcast have suggested they’re interested in the company’s studio and streaming assets, which are set to split from the linear networks business in April. The former has reportedly hired the investment bank Moelis & Co. to explore a potential bid and is reviewing WBD’s financials.
Experts who spoke to TheWrap also aren’t ruling out Amazon as a potential suitor as the tech giant looks to continue scaling Prime Video and its advertising business.
When asked about the prospect of a sale, a spokesperson for California Attorney General Robert Bonta’s office exclusively told TheWrap it believes “further consolidation in markets that are central to American economic life — whether in the financial, airline, grocery or broadcasting and entertainment markets — does not serve the American economy, consumers or competition well.”
“We are committed to protecting consumers and California’s economy from consolidation we find unlawful,” the spokesperson added.
Similarly, the Writers Guild of America slammed the idea of Warner Bros. Discovery merger with any studio or streamer last month, warning it would be a “disaster.”
“Merger after merger in the media industry has harmed workers, diminished competition and free speech, and wasted hundreds of billions of dollars better invested in organic growth. Combining Warner Bros. with Paramount or another major studio or streamer would be a disaster for writers, for consumers and for competition,” the guild said. “The WGAW and WGAE will work with regulators to block the merger.”
Shares of Warner Bros. Discovery, which briefly hit a 52-week high of $23.06 per share on Wednesday, are up 178% in the past year, 114% year to date, 173% in the past six months and 19.7% in the past month. WBD will release its third quarter earnings for 2025 on Thursday morning.
