The punch on the table that Netflix gave last Friday announcing its purchase of Warner Bros. left the film industry shaking. The action was so aggressive that we spent the weekend wondering whether the regulatory systems would allow a purchase that brought Netflix very close to a monopoly. What was not so predictable was that Paramount, another of the actors involved in the bidding in recent weeks, would launch a hostile takeover to try to take over Warner even more aggressively.
What point are we at? Netflix surprised on Friday with the announcement of the purchase of Warner Bros. for a value of 72,000 million dollars. Only seventy-two hours later Paramount counterattacked by launching an even more ambitious takeover bid, valued at $108.4 billion. The maneuver consists of appealing directly to Warner shareholders by bypassing the board of directors, giving rise to one of the most aggressive corporate confrontations that the entertainment industry has seen in years, and which some describe as “a bidding war worthy of Succession“.
What is at stake. Paramount’s strategy seeks to snatch Netflix’s control of one of the most emblematic studies of cinema history, owner of franchises such as DC superheroes, Harry Potter, Looney Tunes, the entire HBO television history, including ‘Game of Thrones’, and a film and historical archive of incalculable value. The offer from David Ellison, CEO of Paramount, aims to $30 per share in cashsurpassing the $27.75 offered by Netflix.
Three months of offers. Monday’s hostile bid does not come out of nowhere, but rather as the culmination of three months of efforts by Paramount. David Ellison began his pursuit of Warner Bros. Discovery in September, when he presented a first proposal of $19 per share that was quickly rejected by the board of directors chaired by David Zaslav. Far from being discouraged, the CEO of Paramount progressively escalated its offers: $22 on September 30, $23.50 on October 19, and $26.50 on December 1.
In total, Paramount submitted six formal proposals in just twelve weeks, all of them rejected or ignored by Warner. The breaking point came when Ellison raised his offer to $30 per share on December 4, a proposal that according to his own statements never received a response. “I sent a text message to Zaslav telling him that the $30 was not our final offer,” Ellison revealed.suggesting he was willing to bid even higher.
Flawed process. During a conference call with investors on Monday, Paramount executives publicly accused Warner of “not meaningfully engaging” with any of their proposals, denouncing what they considered a “flawed” auction process that favored Netflix from the beginning. Faced with this systematic blockade, Ellison has ended up opting for the most confrontational route: appealing directly to shareholders, bypassing the board that had repeatedly rejected his offers.
How they differ. The two proposals on the table to acquire Warner Bros. Discovery differ in their structure and scope. That of Netflix contemplates the acquisition of the Warner Bros. film studios and the HBO Max streaming platform, leaving out the entire cable television business, which includes assets such as CNN, TNT and TBS. These traditional chains are expected to split in the third quarter of 2026. Since then, the estimated time to close the operation ranges between 12 and 18 months.
By contrast, Paramount’s proposal takes an entirely different approach: $30 per share, all in cash. Ellison, for his part, wants to buy Warner Bros. Discovery outright. Paramount argues that this comprehensive approach provides $18 billion in immediate liquidity for shareholders more than Netflix’s mixed structure ($23.25 in cash and $4.50 in Netflix shares). Paramount promises to close the transaction in 12 months, shortening the timeline.
Other takeover bids. The current battle between Paramount and Netflix over Warner Bros. Discovery is not an isolated phenomenon. There are precedents in February 2004, when Comcast launched $54 billion hostile takeover bid about The Walt Disney Company. Brian Roberts, CEO of Comcast, detected an opportunity in the midst of the internal crisis that Disney was going through under the leadership of Michael Eisner, whose management had generated growing discontent. Comcast wanted to take control of ESPN. The operation did not work because the Disney board closed ranks so as not to lose its independence.
It was precisely Disney and Comcast who found themselves in a wild bidding war to take over 21st Century Fox in 2018. What started as an initial offer from Disney of $52.4 billion in stock escalated quickly: Comcast counterattacked with $65 billion all in cash. Disney raised its offer to 71.3 billion and Comcast ended up abandoning the bid. Both precedents illustrate recurring patterns: detecting weaknesses in rival companies, escalating offers and using political connections to influence regulatory processes, as we will see below.
The political factor. What distinguishes this operation from any precedent in Hollywood history is the geopolitical dimension and the direct connection to the White House. Regulatory documents filed Monday with the SEC reveal a financing structure that has generated controversy: the Paramount offer is supported by Affinity Partnersthe private investment firm that directed by Jared Kushnerson-in-law of President Donald Trump. Three Middle Eastern sovereign funds participate alongside Kushner: the Public Investment Fund of Saudi Arabia, the sovereign fund of Abu Dhabi and the Qatar Investment Authority.
These investors were not mentioned in Paramount’s initial press release, being relegated to mandatory regulatory filings. According to official documents, all of these partners have agreed to expressly renounce any corporate governance rights, including the possibility of appointing directors or influencing strategic decisions. This resignation is not accidental: seeks to avoid the gaze of the Committee on Foreign Investment in the United States (CFIUS), the government body that examines foreign investments for reasons of national security.
Enter Kushner. Kushner’s presence complicates everything. Since leaving the White House after Trump’s first term, Affinity Partners has raised approximately $3 billion, including a $2 billion direct investment from the Saudi fund. Kushner cultivated an especially close relationship with Crown Prince Mohammed bin Salman during his time as a presidential adviser, when he helped negotiate the Abraham Accords. Now, that relationship has been transformed into a channel for massive investments: the most recent, the purchase of Electronic Arts for $55 billion, the largest private equity operation in history.
Another connection with Trump. There’s more: Paramount CEO David Ellison’s connection to Trump is equally strategic. Larry Ellison, co-founder of Oracle and ninth richest man on the planet, is among the president’s most generous donors. His son David declared on Monday that he was “incredibly grateful for the relationship I have with the president,” adding that Trump “believes in competition.” The Saturday before the announcement of the hostile takeover, David Ellison attended the Kennedy Center Honors gala in Washington as a guest of Trumop, in a clear sign of proximity.
What Trump paints in all this. On Sunday, Trump told reporters that the Netflix-Warner deal “could be a problem” because of the resulting market share, and he added: “I will be involved in that decision.” This breaks with decades of tradition because presidents kept their distance from antitrust reviews to preserve the appearance of regulatory impartiality. According to expertsno recent president had so openly expressed his intention to intervene in corporate mergers between private companies. And here he does it without hesitation: Trump criticizes the agreement with Netflix and maintains close relations with the owners of Paramount.
Header | Photos of Romain Malaunay in Unsplash / Dmitry Kropachev in Unsplash
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