Warner Bros. Discovery still isn’t interested in Paramount Skydance’s offer.

Paramount’s latest bid “is inadequate, with significant risks and costs imposed on our shareholders” compared to Netflix’s bid, which “represents superior, more certain value for our shareholders,” said Samuel Di Piazza, the chair of WBD’s board of directors, in a statement to shareholders on Wednesday morning.

In a letter to shareholders, WBD’s board recommended that shareholders reject Paramount’s all-cash bid of $30 per share in favor of Netflix’s cash-and-stock offer. Paramount wants to buy all of WBD, including its cable channels, while Netflix’s bid of $27.75 per share is for WBD’s studio, HBO, and HBO Max. A key difference between the two bids revolves around the value of WBD’s TV networks, such as CNN and TNT, which Netflix isn’t interested in buying.

Di Piazza said that Paramount’s seventh proposal “once again fails to address key concerns that we have consistently communicated,” including about Paramount’s financing.

Paramount has said its bid is fully backstopped by Larry Ellison, one of the richest people in the world and father to Paramount CEO David Ellison. The WBD board said in the letter to shareholders that it relies “on an unknown and opaque revocable trust” whose assets or liabilities are subject to change.

Meanwhile, Netflix is paying with cash and stock. Its shares have fallen recently but surged more than 600% from mid-2022 to mid-2025. Netflix has a market cap of over $400 billion.

While Paramount has said that it would have an easier time securing regulatory approval than Netflix, the WBD board says it “does not believe there is a material difference in regulatory risk” between the two proposals.

The Ellisons are close to President Donald Trump. However, Netflix co-CEO Ted Sarandos has pitched the president on the deal and seems to have earned some respect. Trump has called Sarandos a “great person,” though he added that the Netflix-Warner Bros. deal “could be a problem” on the regulatory front. Still, the president hasn’t come out publicly in favor of one side in the deal.

WBD also said its board “repeatedly engaged” with interested parties, including the Ellisons. Paramount had previously said that WBD went quiet on David Ellison late in the bidding process.

Not even Paramount can be surprised by WBD’s decision to stick with its Netflix deal.

David Ellison was overheard saying last week that if WBD’s leadership were to “accept the offer exactly as it is today, right, then they’re admitting breach of fiduciary duty,” Business Insider previously reported.

That’s because Paramount said its $30-per-share hostile bid was nearly identical to its previous offer to WBD. Public companies are obligated to act in the best interests of shareholders. So if WBD’s board had changed its mind, it could have opened itself up to shareholder lawsuits.

WBD had said in a statement after Paramount’s hostile bid that it would “carefully review and consider Paramount Skydance’s offer” in a way that was “consistent with its fiduciary duties and in consultation with its independent financial and legal advisors.”

Now that WBD’s board has given Paramount the cold shoulder again, it’s Ellison’s move.

The aspiring media mogul told CEO David Zaslav that Paramount’s latest offer wasn’t its “best and final,” which suggests that a higher bid could be coming. Just how much appetite Paramount has to escalate the bidding war is the key question.

If no higher bid comes, WBD’s investors have until January 8 to back Paramount, though it could extend that deadline. WBD would owe Netflix a $2.8 billion reverse breakup fee if its shareholders chose Paramount.

Read the full letter to shareholders here:

Dear Fellow Shareholders,

As your Board of Directors, we are committed to acting in your best interest. In this spirit, in October, we launched a public review of strategic alternatives to maximize shareholder value. This followed three separate proposals from Paramount Skydance (“PSKY”), as well as interest from multiple other parties.

[… Full letter text retained …]

Sincerely,

The Warner Bros. Discovery Board of Directors