Paramount and its controlling shareholders, the billionaire Ellison family, said the company was building out its bid for Warner Bros. Discovery Monday.
The amended bid seeks to address a number of specific concerns that Warner Bros. Discovery’s board said it had with Paramount’s proposed $108 billion deal.
Warner is already moving ahead with a deal to sell its television, movie and streaming assets to Netflix, making the Paramount bid a hostile one.
Paramount says it would still pay shareholders $30 per share in cash, but Oracle chairman and billionaire Larry Ellison is getting more personally involved in backing the offer.
“Larry Ellison has agreed to provide an irrevocable personal guarantee of $40.4 billion of the equity financing for the offer and any damages claims against Paramount,” Paramount said in a news release.
“Mr. Ellison has agreed not to revoke the Ellison family trust (which has been operating for nearly 40 years as a counterparty to numerous transactions) or adversely transfer its assets during the pendency of the transaction,” Paramount also said.
Paramount said it would also increase the fee paid to WBD if the deal is terminated from $5 billion to $5.8 billion, matching what Netflix agreed to. That’s one of the largest so-called “break-up fees” ever offered in a merger.
Spokespeople for Netflix and Warner Bros. did not immediately reply to requests for comment Monday.
On Wednesday, WBD chairman Samuel Di Piazza told CNBC that the company’s concerns with Paramount’s bid centered around the Ellison family’s backing.
“Nowhere in any of these proposals did Larry Ellison guarantee,” said Di Piazza. “Obviously, the ability to deal directly with Larry if there was an issue to close would be critical.”
Earlier that day, WBD’s board recommended that shareholders reject the Paramount hostile bid and said it was still committed to the earlier deal it agreed to with Netflix.
Paramount is seeking to acquire all of Warner Bros. Discovery, while Netflix is seeking only to acquire its film studio, streaming service and HBO network.
The media company controlled by the Ellisons has also claimed it could get regulatory approval from the Trump administration more easily than Netflix could.
Earlier this year, the Ellisons acquired Paramount Global with approval from the Trump administration. But that approval only came after CBS News agreed to pay $16 million to President Donald Trump’s future presidential library over an interview that “60 Minutes” had conducted with then-presidential candidate and vice president Kamala Harris.
Trump claimed that the interview was misleading. The settlement did “not include a statement of apology or regret,” CBS said at the time.
After the deal closed, Paramount CEO David Ellison installed longtime commentary writer Bari Weiss as editor-in-chief of CBS News. Paramount also bought Weiss’ online news site, The Free Press.
Tensions flared at CBS yet again this past weekend over a “60 Minutes” story. After announcing on Friday that it would be airing a story titled “Inside CECOT” and promoting the story on social media, Weiss pulled the piece from Sunday’s broadcast, and CBS announced the decision just hours before it was set to run.
Sharyn Alfonsi, the correspondent who reported the story, told her CBS colleagues in an email that the decision was “political” and not editorial, according to a copy of her email obtained by The New York Times and multiple other outlets.
“Our story was screened five times and cleared by both CBS attorneys and Standards and Practices,” Alfonsi wrote. “It is factually correct. In my view, pulling it now, after every rigorous internal check has been met, is not an editorial decision, it is a political one.”
This is a developing story. Please check back for updates.
Daniel Arkin contributed.