Paramount Skydance on Monday doubled down on its hostile bid for Warner Bros. Discovery, amending its $30-per-share all-cash offer to include a massive personal guarantee from Oracle billionaire Larry Ellison.
The media company said Ellison has agreed to personally back $40.4 billion of the equity financing for the deal, a move aimed at countering Warner Bros. Discovery’s claims that Paramount’s earlier financing assurances were inadequate.
Paramount said it remains prepared to acquire 100% of Warner Bros. Discovery’s outstanding shares for $30 apiece in cash and would assume all of the company’s assets and liabilities under the revised proposal.
The amendment comes after Warner Bros. Discovery argued in regulatory filings and media appearances that the Ellison family trust — despite holding the majority of Ellison’s assets — was not sufficient backing for the deal and demanded a personal guarantee that Paramount says was never raised during months of prior negotiations.
Paramount also took direct aim at WBD’s pending deal with Netflix, calling it an “inferior transaction” and faulting the company for failing to raise financing concerns during the 12 weeks leading up to its agreement with the streaming giant.
In the amended offer, Paramount said Ellison will provide an irrevocable personal guarantee covering $40.4 billion of the equity financing and any potential damages claims, while also agreeing not to revoke or materially alter the Ellison family trust during the transaction period.
Paramount further criticized WBD’s disclosures around the Netflix deal, saying the company failed to explain how shareholder payouts would be adjusted for net debt or how the value of its “Global Networks” business — which includes its cable and streaming properties — was assessed.
The company said its revised proposal also boosts flexibility on interim operations and raises its regulatory reverse termination fee from $5 billion to $5.8 billion, matching the Netflix transaction.
Paramount’s tender offer, which has been extended through Jan. 21, remains conditioned on WBD retaining full ownership of its Global Networks unit, with all other terms unchanged.
Credit: Source link
