Paramount Skydance, in a bid to reassure Warner Bros. Discovery shareholders about its hostile takeover offer, has announced that Larry Ellison has provided an “irrevocable personal guarantee of $40.4 billion” towards its $108 billion all-cash proposal for WBD.
Led by chairman and CEO David Ellison, Paramount has also increased its breakup fee to match Netflix’s $5.8 billion figure, which would be payable to WBD if the deal fails to pass regulatory scrutiny.
The offer from Paramount stands at $30 per share in cash for 100% of WBD’s outstanding shares, including all assets and liabilities.
In response to concerns raised by WBD regarding the equity backstop from the Ellison family trust, Paramount has amended its offer to address these issues. Larry Ellison has agreed to provide an irrevocable personal guarantee of $40.4 billion towards the equity financing for the offer, along with additional measures to ensure the trust’s assets are not adversely transferred during the transaction.
Furthermore, Paramount has offered improved flexibility to WBD on debt refinancing transactions and interim operating covenants. The regulatory reverse termination fee has also been increased to $5.8 billion to align with the pending transaction.
David Ellison expressed Paramount’s unwavering commitment to acquiring WBD, emphasizing the superior value of their all-cash offer. He highlighted the potential for increased content production, theatrical output, and consumer choice resulting from the acquisition.
In light of the enhanced offer, Paramount’s subsidiary, Prince Sub Inc., has extended the expiration date of the tender offer to January 21, 2026.
Overall, Paramount remains steadfast in its pursuit of WBD and believes that their proposal is in the best interest of all stakeholders involved. The company urges WBD’s board of directors to consider the value-enhancing transaction and secure the future of this iconic Hollywood entity.
