Politics
Warner Bros. Discovery reopens bidding, gives Paramount seven days to make its case
Warner Bros. Discovery is cracking open the door to allow spurned bidder, Paramount Skydance, to make its case — but Warner’s board still maintains its preference for Netflix’s competing proposal.
Warner’s move to reopen talks comes after weeks of pressure from Paramount, which submitted an enhanced offer to buy Warner last week. Paramount’s willingness to increase its offer late in the auction attracted the attention of some Warner investors.
On Tuesday, Warner Bros. Discovery responded with a letter to Paramount Chairman David Ellison and others on Paramount’s board, giving the group seven days to “clarify your proposal.”
“We seek your best and final proposal,” Warner board members wrote. Warner set a Feb. 23 deadline for Paramount to comply.
The closely watched sale of the century-old Warner Bros., known for “Batman,” “The Big Bang Theory,” “Casablanca,” and HBO, the home of “Game of Thrones” and “Succession,” is expected to reshape Hollywood.
The flurry of activity comes as Warner Bros. Discovery and Netflix are seeking to enter the home stretch of the auction. Warner separately issued its proxy and set a special March 20 meeting of its shareholders to decide the company’s fate.
Warner Bros. Discovery is recommending that its stockholders approve the $82.7-billion Netflix deal.
“We continue to believe the Netflix merger is in the best interests of WBD shareholders due to the tremendous value it provides, our clear path to achieve regulatory approval and the transaction’s protections for shareholders against downside risk,” Warner Chairman Samuel A. Di Piazza, Jr., said in a Tuesday statement.
Still, the maneuver essentially reopens the talks.
Warner Bros. is creating an opportunity for Paramount to sway Warner board members, which could perhaps prompt Netflix to raise its $27.75 a share offer for Warner’s Burbank-based studios, vast library of programming, HBO and streaming service HBO Max.
Netflix is not interested in buying Warner Bros. Discovery’s basic cable channels, including CNN, TBS, HGTV and Animal Planet, which are set to be spun off to a stand-alone company later this year.
In contrast, Paramount wants to buy the entire company and has offered more than $30 a share.
Last week, Paramount sweetened its bid for Warner, adding a $2.8-billion “break fee” that Warner would have to pay Netflix if the company pulled the plug on that deal. Paramount also said it would pay Warner investors a “ticking fee” of 25 cents a share for every quarter after Jan. 1 that the deal does not close.
“While we have tried to be as constructive as possible in formulating these solutions, several of these items would benefit from collaborative discussion to finalize,” Paramount said last week as it angled for a chance to make its case. “We will work with you to refine these solutions to ensure they address any and all of your concerns.”
Netflix agreed to give Warner Bros. Discovery a temporary waiver from its merger agreement to allow Warner Bros. Discovery to reengage with Paramount, which lost the bidding war on Dec. 4.
“We granted WBD a narrow seven-day waiver of certain obligations under our merger agreement to allow them to engage with PSKY to fully and finally resolve this matter,” Netflix said Tuesday in a statement. “This does not change the fact that we have the only signed, board-recommended
agreement with WBD, and ours is the only certain path to delivering value to WBD’s stockholders.”
Netflix has matching rights for any improved Paramount offer. The company renewed its confidence in its deal and its prospect to win regulatory approval.
“PSKY has repeatedly mischaracterized the regulatory review process by suggesting its proposal will sail through, misleading WBD stockholders about the real risk of their regulatory challenges around the world,” Netflix said in its statement. “WBD stockholders should not be misled into thinking that PSKY has an easier or faster path to regulatory approval – it does not.”
Warner Bros. Discovery acknowledged that Paramount’s recent modification “addresses some of the concerns that WBD had identified several months ago,” according to the letter to Paramount.
But Warner Bros. Discovery added Paramount’s offer “still contains many of the unfavorable terms and conditions that were in the draft agreements … and twice unanimously rejected by our Board,” Warner Bros. Discovery said.
Warner’s board told Paramount it will “welcome the opportunity to engage” during the seven-day negotiation period.
Paramount has been pursuing the prized assets since last September.
“Every step of the way, we have provided PSKY with clear direction on the deficiencies in their offers and opportunities to address them,” Warner Chief Executive David Zaslav said in a statement. “We are engaging with PSKY now to determine whether they can deliver an actionable, binding proposal that provides superior value and certainty for WBD shareholders.”
Two press freedom groups that own shares in Paramount Skydance are demanding to see the company’s books and internal documents, citing allegations that the company’s leaders may have promised favors to the White House to win approval for Paramount’s deal to acquire Warner Bros. Discovery.
The letter, sent Thursday to Paramount chief legal officer Makan Delrahim, says that media reports alleging that Paramount owner David Ellison and others promised favors to the Trump administration “create credible concern that Paramount leadership has offered, solicited, or effectuated a corrupt exchange,” which the groups argue would “constitute a breach of fiduciary duties” and open the company up to a “range of potential civil and criminal penalties.”
The letter cites Delaware law that allows stockholders to inspect the company’s books and records “for any proper purpose.”
Paramount declined to comment on the letter.
Among the issues raised in the letter are promises reportedly made by David Ellison and his father, Oracle billionaire Larry Ellison, that they would make “sweeping” changes at the news network CNN, which is owned by Warner Bros. Discovery.
The Ellison family acquired Paramount, which includes CBS and the storied Melrose Avenue film studio, last summer.
The letter cites changes implemented in CBS since their acquisition, including their decision to end late night television house Stephen Colbert’s show days after he characterized a settlement Paramount reached with Trump as a “big fat bribe.”
Under Ellison’s ownership, the letter says, numerous high-profile reporters have left the network and its ratings have dropped to “historic lows.”
Larry Ellison, who is backing the financing of Paramount’s proposed takeover of Warner, reportedly told White House officials that Paramount would “implement the CBS playbook” at CNN if the merger is approved, and remove anchors and commentators at the cable news network that Trump doesn’t like, according to the letter.
The effort comes just two weeks after Warner Bros. Discovery shareholders overwhelmingly approved the proposed merger. Investors have supported the Larry Ellison family takeover, which would become the biggest Hollywood merger in nearly a decade. The deal would pay Warner stockholders $31 per share — four times the stock price a year ago.
The letter was written on behalf of the Freedom of the Press Foundation, which develops secure communication tools for journalists and tracks violations of press freedom, and Reporters Without Borders, which tracks press freedom globally.
The organizations are being represented by former federal prosecutor Brendan Ballou, who established the Public Integrity Project this year to challenged alleged government corruption, as well as Delaware attorney Ronald Poliquin.
The missive, which could be a precursor to a lawsuit, opens another avenue of attack against the controversial $111-billion deal, which would transform the smaller Paramount into an industry titan.
With Warner Bros. Discovery, the Ellisons would also control HBO, TBS and the vast film and TV library of Warner Bros., which includes the Harry Potter, DC Comics, and Scooby-Doo, in addition to CNN.
Paramount, led 43-year-old David Ellison, wants to finalize its Warner Bros. takeover by the end of September. President Trump favors the deal; he has long agitated for changes at CNN.
But the proposed merger would saddle the combined company with $79 billion in debt, stoking fears that Paramount would be forced to make steep cost cuts to juggle such a large debt load.
Politicians, unions and progressive groups separately have pressed California Atty. Gen. Rob Bonta to scrutinize the proposed merger, hoping that he brings an antitrust lawsuit in an attempt to upend the deal.
More than 4,000 film industry workers, including Ben Stiller, Bryan Cranston, Ted Danson, J.J. Abrams, Jane Fonda and Kristen Stewart, have signed an open letter imploring Bonta and other regulators to block the merger. The group lamented the proposed tie-up, saying it “would reduce the number of major U.S. film studios to just four.”
Opponents fear the consolidation would lead to massive layoffs and diminish the quality of programming that Warner Bros., CNN and HBO are known for.
Hollywood has sustained thousands of layoffs over the last seven years since Walt Disney Co. swallowed Fox’s entertainment assets in another huge merger. In addition, the film production economy hasn’t recovered from shutdowns during the 2023 labor strikes. An estimated 42,000 entertainment industry jobs were lost from 2022 and 2024.
On Thursday, 34 California Democrats in Congress also sent a letter to Bonta, encouraging him to look closely at the merger.
The deal is expected to become one of the largest leveraged buyouts ever.
Ballou, who is working with the press freedom groups, previously served as a Justice Department special counsel with expertise in private equity transactions.
He resigned from the Justice Department in January 2025 when Trump returned to office. In his book, “Plunder: Private Equity’s Plan to Pillage America,” Ballou examined large leveraged buyouts and found that many of which resulted in bankruptcies.
The United States and Iran traded missile fire and accusations on Thursday as tensions in the Strait of Hormuz ratcheted up, threatening an already fragile cease-fire.
U.S. Central Command said that American forces had “intercepted unprovoked Iranian attacks and responded with self-defense strikes” while U.S. Navy guided-missile destroyers were traversing the strait to the Gulf of Oman on Thursday.
In a statement, Central Command said Iranian forces launched multiple missiles, drones and small-boat attacks as three U.S. warships were transiting the strait. None of the American naval vessels were hit, Central Command said.
The U.S. vessels that were traversing the strait were the U.S.S. Truxtun, the U.S.S. Rafael Peralta and the U.S.S. Mason. The warships had steamed into the Persian Gulf earlier in the week as part of the Navy’s short-lived effort to guide merchant ships stranded in the Persian Gulf through the strait.
In response, U.S. forces struck targets on Qeshm Island and Bandar Abbas along the Iranian coast in the strait, U.S. officials said.
It was the latest twist in a head-spinning week in the region, as President Trump, searching for an off-ramp in the war that he started Feb. 28, has contradicted his senior administration officials on the state of the war, the state of American efforts to reopen the Strait of Hormuz, and the status of peace talks with Iran.
After the exchange of fire on Thursday, the president said the cease-fire was still in effect and downplayed the Iranian attacks.
“They trifled with us today,” Mr. Trump told reporters late Thursday. “We blew them away.”
The president added, however, that Iran needed to sign on “fast” to a proposal from the United States that would have both sides reach an agreement to reopen the Strait of Hormuz and refrain from fighting for 30 days while they try to reach a comprehensive deal.
Even as the president and senior officials described peace negotiations that they said were advancing, Central Command has forcefully hit Iranian vessels that it says have violated an American-imposed blockade of the strait.
Central Command “eliminated inbound threats and targeted Iranian military facilities responsible for attacking U.S. forces, including missile and drone launch sites; command and control locations; and intelligence, surveillance and reconnaissance nodes,” the command’s Thursday statement said. It added that Central Command “does not seek escalation but remains positioned and ready to protect American forces.”
Iran, for its part, accused the United States of launching “unprovoked” attacks as the U.S. ships traversed the strait.
In a statement carried by state media, Iran’s armed forces said the U.S. military had violated the month-old cease-fire by carrying out airstrikes on Qeshm Island and two other cities on the country’s southern coast. Central Command said the ship attacks had emanated from those sites.
When asked if the U.S. response to the Iranian drone, missile and small-boat attacks went beyond self-defense, a senior U.S. military official said that an effective defense sometimes involves a carefully calibrated offense.
Erica L. Green contributed reporting.
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President Donald Trump praised White House Chief of Staff Susie Wiles as “winning it decisively” in her battle with cancer after she revealed she was diagnosed nine weeks ago while accepting a major award Thursday night.
“It’s been especially inspiring to see her courage and toughness in recent weeks, and she’s been winning a battle with cancer and winning it decisively,” Trump said in a pre-recorded video message. “It was an early diagnosis, so she’s going to be in great shape.”
Wiles said during an onstage conversation that she would continue to work following the diagnosis.
“I come to work every day. I do my job, I don’t complain, and I think that sets an example, too, for the people I work with,” Wiles said.
WH CHIEF OF STAFF SUSIE WILES DIAGNOSED WITH EARLY STAGE BREAST CANCER, PROGNOSIS ‘EXCELLENT,’ TRUMP SAYS
President Donald Trump hosts a lunch with Kennedy Center Board members as Chief of Staff Susie Wiles looks on at the White House in Washington, D.C., on March 16, 2026. (Annabelle GORDON / AFP via Getty Images)
Trump surprised Wiles with the video as she accepted the Independent Women’s Forum Barbara K. Olson Woman of Valor Award at a gala in Washington, D.C.
He praised her as “the first female chief of staff in American history” and “one of the best White House chiefs of staff ever in history.”
“I say the best, actually,” Trump said, adding that he was “tremendously grateful” for her “friendship, loyalty and support every single day.”
TRUMP CHIEF OF STAFF PLEDGES NO ‘DRAMA’ OR SECOND-GUESSING IN WHITE HOUSE
White House chief of staff Susie Wiles listens as President Donald Trump announces the creation of the U.S. strategic critical minerals reserve in the Oval Office of the White House on Feb. 2, 2026, in Washington, D.C. (Alex Wong/Getty Images)
Wiles said she did not know the video was intended for the gala, despite briefly walking in while Trump was recording it.
“I walked in when he was filming it, but I didn’t know what it was for, and I kind of ducked out the back door,” she said.
Trump credited Wiles with playing a key role in each of his presidential campaigns, “especially in 2024,” and said his administration’s accomplishments have come with “her help and her leadership.”
TRUMP CHIEF OF STAFF SUSIE WILES RECOUNTS BUTLER ASSASSINATION ATTEMPT, THOUGHT PRESIDENT WAS DEAD AT FIRST
President Donald Trump and White House Chief of Staff Susie Wiles participate in an Invest America roundtable in the State Dining Room of the White House in Washington, D.C., on Monday, June 9, 2025. (Yuri Gripas/Abaca/Bloomberg via Getty Images)
“Susie, we have a problem. I say go to Susie,” Trump said. “We owe her a tremendous debt and what she’s done is just incredible for our country.”
Wiles, who described herself as a lifelong Republican, said her decision to back Trump in 2016 was one of the biggest risks of her career.
“I wanted a disrupter,” Wiles said. “I looked around at the disrupters in the field and said, I think Donald Trump’s the one.”
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Asked about her role now, Wiles said, “This is the path God chose for me. And I’m here, and I’m doing the best I can every day.”
The gala was held Thursday at the Waldorf Astoria in Washington, D.C.
Fox News Digital’s Ashley Carnahan and Alex Nitzberg contributed to this reporting.
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