\n<\/p>\n
The board decision comes a day after Affinity Partners, a fund backed by Trump\u2019s son in-law Jared Kushner, pulled out of the deal.<\/em><\/p>\n<\/div>\n Warner Bros Discovery\u2019s board has rejected Paramount Skydance\u2019s $108.4bn hostile takeover bid and accused the studio giant of misleading shareholders about its financing.<\/p>\n In a letter to shareholders on Wednesday, the Warner Bros board wrote that Paramount \u201cconsistently misled\u201d Warner Bros shareholders that its $30-per-share cash offer was fully guaranteed, or \u201cbackstopped\u201d, by the Ellison family, led by billionaire Oracle cofounder Larry Ellison, whose son David runs Paramount Skydance.<\/p>\n list of 4 items<\/span>end of list<\/span><\/section>\n Paramount has been in a race with Netflix to win control of Warner Bros and its prized film and television studios, HBO Max streaming service and franchises like Harry Potter. After Warner Bros accepted the streaming giant\u2019s offer, Paramount launched a hostile offer to outdo that bid.<\/p>\n \u201cIt does not, and never has,\u201d the board wrote of the guarantee of Paramount\u2019s offer, noting that the offer posed \u201cnumerous, significant risks\u201d.<\/p>\n The board said it found Paramount\u2019s offer \u201cinferior\u201d to Netflix\u2019s $27.75 per share offer, which is a binding agreement that requires no equity financing and has robust debt commitments, the board wrote.<\/p>\n The board also said the offer could be terminated or amended at any time before the deal\u2019s completion, which is not the same as a binding merger agreement.<\/p>\n Warner Bros has not yet set a date for a shareholder vote on the deal, but it is expected to happen sometime in spring or early summer, its chairman, Samuel Di Piazza, said in an interview with CNBC.<\/p>\n The Ellisons have cited their relationship with United States President Donald Trump as a reason why the deal would face an easier regulatory path.<\/p>\n \u201cThe Warner Bros Discovery Board reinforced that Netflix\u2019s merger agreement is superior and that our acquisition is in the best interest of stockholders,\u201d its co-CEO Ted Sarandos said in a statement.<\/p>\n Netflix is already talking with the US Department of Justice and the European Commission, its other co-CEO, Greg Peters, told CNBC while expressing confidence in how regulators would view the deal.<\/p>\n Netflix has told Warner Bros it would keep releasing the studio\u2019s films in cinemas in a bid to ease fears that the deal would eliminate another studio and major source of theatrical films, according to people familiar with the matter.<\/p>\n Paramount last week took its case directly to Warner Bros shareholders, arguing it had arranged \u201cair-tight financing\u201d to support its bid with $41bn in new equity assured by the Ellison family and RedBird Capital and $54bn of debt commitments from the Bank of America, Citi and Apollo.<\/p>\n The board decision came a day after Affinity Partners, a fund backed by Trump\u2019s son-in-law Jared Kushner and one of the funding sources of the Paramount offer, pulled out of the deal. The amount Affinity Partners was contributing to the offer was not disclosed in Paramount\u2019s latest filings with the Securities and Exchange Commission.<\/p>\n \u201cWith two strong competitors vying to secure the future of this unique American asset, Affinity has decided no longer to pursue the opportunity,\u201d the firm said in a statement.<\/p>\n \u201cThe dynamics of the investment have changed significantly since we initially became involved in October. We continue to believe there is a strong strategic rationale for Paramount\u2019s offer.\u201d<\/p>\n The Warner Bros board countered that Paramount\u2019s latest offer included an equity commitment \u201cfor which there is no Ellison family commitment of any kind\u201d but rather the backing of \u201can unknown and opaque\u201d Lawrence J Ellison Revocable Trust, whose assets and liabilities are not publicly disclosed and are subject to change.<\/p>\n \u201cDespite having been told repeatedly by WBD how important a full and unconditional financing commitment from the Ellison family was, \u2026 the Ellison family has chosen not to backstop the PSKY offer,\u201d the Warner Bros board wrote.<\/p>\n \u201cA revocable trust is no replacement for a secured commitment by a controlling shareholder.\u201d<\/p>\n Paramount had submitted a total of six bids to acquire the entire Warner Bros studio, including its television networks, such as CNN and TNT Sports.<\/p>\n It has previously said the Ellison family trust \u2013 which Paramount says contains more than $250bn in assets, including about 1.16 billion shares of Oracle \u2013 is more than adequate to cover the equity commitment.<\/p>\n Warner Bros had raised questions about Paramount\u2019s financial condition and creditworthiness. The offer relied on a seven-party, cross-conditional structure with the Ellison Revocable Trust providing 32 percent of the required equity commitment while capping its liability at $2.8bn, Warner Bros said. It noted that the trust\u2019s assets could have been withdrawn at any time.<\/p>\n On Wall Street, Paramount Skydance\u2019s stock tumbled on the news. It was down 3.8 percent from the market open. Warner Bros Discovery was down 0.4 percent while Netflix was surging \u2013 up 2.8 percent.<\/p>\n<\/div>\n The board decision comes a day after Affinity Partners, a fund backed by Trump\u2019s son in-law Jared Kushner, pulled out of the deal. Warner Bros Discovery\u2019s board has rejected Paramount Skydance\u2019s $108.4bn hostile takeover bid and accused the studio giant of misleading shareholders about its financing. In a letter to shareholders on Wednesday, the Warner […]<\/p>\n","protected":false},"author":1,"featured_media":5762,"comment_status":"open","ping_status":"open","sticky":false,"template":"","format":"standard","meta":{"footnotes":""},"categories":[4],"tags":[],"class_list":["post-5761","post","type-post","status-publish","format-standard","has-post-thumbnail","hentry","category-us-canada-news"],"_links":{"self":[{"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/posts\/5761","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/posts"}],"about":[{"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/types\/post"}],"author":[{"embeddable":true,"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/users\/1"}],"replies":[{"embeddable":true,"href":"https:\/\/inernews.online\/index.php?rest_route=%2Fwp%2Fv2%2Fcomments&post=5761"}],"version-history":[{"count":0,"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/posts\/5761\/revisions"}],"wp:featuredmedia":[{"embeddable":true,"href":"https:\/\/inernews.online\/index.php?rest_route=\/wp\/v2\/media\/5762"}],"wp:attachment":[{"href":"https:\/\/inernews.online\/index.php?rest_route=%2Fwp%2Fv2%2Fmedia&parent=5761"}],"wp:term":[{"taxonomy":"category","embeddable":true,"href":"https:\/\/inernews.online\/index.php?rest_route=%2Fwp%2Fv2%2Fcategories&post=5761"},{"taxonomy":"post_tag","embeddable":true,"href":"https:\/\/inernews.online\/index.php?rest_route=%2Fwp%2Fv2%2Ftags&post=5761"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}Recommended Stories <\/h2>\n
Paramount\u2019s case<\/h2>\n
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