Warner Bros. Discovery’s board has done the right thing this week by unanimously rejecting Paramount Skydance’s $108.4 billion hostile bid, calling the tender offer “inferior” and warning shareholders that the financing behind it is murky at best. The board plainly told investors that Paramount’s bid was no match for the binding Netflix agreement the company already struck and that it carried “numerous, significant risks.”
Paramount insisted it was offering $30 in cash per share and touted backing from a Lawrence J. Ellison revocable trust, but Warner Bros. pushed back hard, saying that claim of a full backstop “does not, and never has” existed and that the trust’s revocable structure leaves room for too much uncertainty. This is corporate theater dressed up as a takeover attempt, and shareholders deserve clear, enforceable commitments — not smoke-and-mirrors pledges from an opaque trust.
Netflix’s competing proposal — a $27.75-per-share deal for Warner Bros.’ studio and streaming businesses — is a binding merger agreement with debt commitments and no requirement for equity backstops, which is why the WBD board says it offers more certainty for investors. For those who value predictable returns and contractual guarantees over flashy headlines, that distinction matters a great deal.
Conservatives should watch this battle with our eyes wide open: whether it’s a Hollywood studio falling under Big Tech’s thumbs or a billionaire trust playing shell games, the result is the same unless shareholders insist on transparency and accountability. The same people who complain about woke corporate culture can’t cheer when control of an American cultural institution slips into an unaccountable, highly leveraged structure that offers few guarantees for jobs, local production, or artistic freedom.
Paramount’s camp has tried to portray its offer as the safer, faster path, but the pullout of Affinity Partners and other shifting backers only underscores how fragile that narrative is. When a deal depends on a multi-party, cross-conditional financing dance and revocable trusts that can be changed on a whim, ordinary shareholders and workers are the ones left holding the bag.
This is a moment for shareholders to demand strength and substance, not flash and vagueness. Warner Bros. Discovery’s board was right to call out the risks and recommend sticking with the Netflix arrangement unless Paramount can show rock-solid, unconditional financing and a clear plan that protects employees, content pipelines, and shareholder value.
At stake is more than balance sheets — it’s who controls the stories, platforms, and jobs that shape our culture. Patriots who care about American industry should push for transparency, accountability, and deals that put shareholders and workers ahead of headline-chasing buyout theater. The shareholder vote expected next year must be informed, not rushed, and the people who build those movies and shows deserve nothing less.
