Paramount is sweetening its hostile takeover bid for Warner Bros. Discovery with an “irrevocable personal guarantee” from Larry Ellison, who is putting up billions of dollars to back the deal for his son’s company.
On Monday, Skydance-owned Paramount announced that Larry Ellison — the founder of Oracle and father of Paramount CEO David Ellison — had personally agreed to be responsible for $40.4 billion of equity financing for the company's offer, as well as any damage claims.
Paramount had previously said that the Ellison family trust would be backing more than $40 billion of its bid for Warner. But Warner's board was critical of that decision last week, arguing that Paramount had “consistently misled” shareholders about the Ellison family's backing because a “revocable trust is no replacement for a secured commitment.”
Paramount took a swipe at that assertion on Monday — maintaining that Larry Ellison holds the majority of the trust's assets and that Warner had not previously asked for a personal guarantee. But nevertheless, the company said, it “elected to address WBD’s current stated concerns.”
Beyond doubling down on Ellison's backing, Paramount also said it would increased its payout if the deal is blocked by regulators. The company is now upping the breakup fee to $5.8 billion — matching what Netflix has already put on the table for its proposed transaction.
The value of Paramount's $30 per share offer otherwise remains unchanged. But the company is extending the window for shareholders to “tender” their shares, with a deadline now set for Jan. 21.
“Paramount has repeatedly demonstrated its commitment to acquiring WBD," Paramount CEO David Ellison said in a statement, adding that his company's offer continues to be “the superior option to maximize value for WBD shareholders.”
Paramount's all-cash bid for all of Warner’s properties — including networks like CNN and Discovery — is valued at $77.9 billion, not including debt. But Warner’s board has urged shareholders to back the cash-and-stock deal it struck with Netflix earlier this month, which would sell its studio and streaming business for $72 billion.
The Associated Press reached out to media contacts for Warner and Netflix for further comments on Monday. In a letter to shareholders last week, Warner's board maintained that the terms of the Netflix merger were superior, while “the PSKY offer is illusory.”
Also on Monday, Netflix disclosed that it had refinanced part of its $59 billion bridge loan for its proposed acquisition. A regulatory filing outlined $15 billion in financing between revolving credit and delayed-draw term loans.
Shares of Paramount-Skydance jumped more than 5% in Monday morning trading. Warner Bros. Discovery stock was up almost 3%, while Netflix slipped about 0.7%.
