On December 17, 2025, the Warner Bros. Discovery (WBD) board of directors unanimously rejected a $108.4 billion hostile takeover bid from Paramount Skydance (a combined entity led by David Ellison). Instead of accepting this all-cash offer of $30 per share, the board reaffirmed its commitment to a competing merger agreement with Netflix, valued at approximately $82.7 billion (or $27.75 per share).

Risks Cited by the Board

The rejection was primarily based on what the board termed “significant risks” associated with the Paramount offer, and the board went into great detail regarding those risks. The board accused Paramount Skydance of misleading shareholders by claiming the bid was “fully backstopped” by the Ellison family (including billionaire Oracle co-founder Larry Ellison). In reality, much of the financing relied on an “opaque revocable trust” structure, allowing potential withdrawal of funds, and commitments from foreign sovereign wealth funds. Additionally, Jared Kushner’s Affinity Partners pulled its backing days earlier, further eroding confidence in the deal’s certainty.

The board also emphasized regulatory and national security hurdles. Heavy involvement from sovereign wealth funds in Saudi Arabia, Qatar, and Abu Dhabi raised red flags for U.S. national security reviews (via CFIUS) and antitrust scrutiny, potentially delaying or blocking foreign control of major American media assets like Warner Bros. and HBO.

Finally, the board expressed concerns about overly ambitious operational projections. Paramount Skydance touted $9 billion in cost synergies, but the WBD board dismissed this as unrealistic, warning that aggressive cuts would “make Hollywood weaker, not stronger” by harming long-term creativity and value.

Overall, this came across as a very forceful and persuasive rebuke of the Paramount offer.

The Netflix Offer

While Paramount’s $108.4 billion hostile offer grabbed headlines with its higher $30-per-share all-cash price tag, the Warner Bros. board views the competing Netflix merger, announced earlier in December, as the clearly superior path forward. Valued at roughly $82.7 billion in enterprise terms ($72 billion equity), the Netflix deal equates to about $27.75 per share, but the board emphasizes quality over quantity, calling it a more certain and strategically sound transaction.

The Netflix agreement combines cash ($23.25 per share) and Netflix stock ($4.50 per share equivalent), providing shareholders with immediate liquidity plus upside exposure to Netflix’s high-growth streaming business. Crucially, it carries far less execution risk: No new equity raises are needed, and financing is secured through fully binding debt commitments from major banks—eliminating the funding uncertainty plaguing the Paramount bid.

Unlike a full-company takeover, the Netflix merger targets WBD’s crown jewels: the Warner Bros. film and TV studios, HBO’s premium content library, and the Max streaming platform. Declining linear cable networks such as CNN, TNT, and TBS are slated for a spin-off into a separate entity. This would invlove shedding legacy assets that face cord-cutting headwinds and allowing the combined Netflix-WBD streaming company to be a force in the future of entertainment. By prioritizing certainty, strategic fit, and long-term value over a riskier premium, the board believes the Netflix partnership positions shareholders for sustained growth in a streaming-first world.

Who Will Win?

It’s anybody’s guess. I thought Paramount might have the upper hand with their Trump connections and their willingness to shameless curry favor for their deal. But this forceful response from the board suggests that they’re willing to fight for what they perceive to be the better offer.

One of the best part of the new streaming reality is binge-watching older television shows, particlularly some of the classics from the “peak TV” era of the 2000s and 2010s. Of course, that required a number of subscriptions, and few people bothered to get the AMC+ subscription. That left “Mad Men,” one of the all-time great television dramas, inaccessible to many fans who might love the show.

Now that is changing as of December 1, 2025, as “Mad Men” is now streaming on HBO Max. This arrival is part of a licensing agreement between Warner Bros. Discovery (the parent company of HBO Max) and Lionsgate (the studio that produces and owns the rights to “Mad Men”).

To make this specific run on HBO Max even more attractive, Lionsgate created a 4K remaster of the series. This was the key selling point: HBO Max can market it not just as “having the show,” but as having the best looking version of the show ever released. The have been some glitches with the 4K remaster, but overall this is a coup for HBO Max.

“Mad Men” had a huge cultural impact after it’s 2007 premiere, and it will be fascinating to see how the show impacts a whole new generation who can now more easily discover the show. We covered the show extensively here, including our “Mad Men” blog that started with the third season. The show was beloved by critcs and audiences as well.

If you haven’t seen “Mad Men” you should give it a try while the rest of us plan our rewatch binge.

It’s always refreshing to see excellent television shows wrap up there series before the show gets stale. “Succession” has been a big hit for HBO, but we saw last year that the cycle of conflict started to settle into a somewhat predictable pattern. Of course the show still packs quite a punch, and consistently delivers plot twists to keep viewers on their toes, but how many storylines can you create around family strife?

A final season also helps to generate buzz, and the first episode generated great rating according to HBO:

The season four debut of SUCCESSION garnered 2.3 million viewers across HBO Max and linear telecasts, marking a series high. Total viewing for Sunday night was up 62% compared to last season’s premiere (1.4M) and 33% compared to last season’s finale (1.7M), with season 3 episodes going on to average 7.2 million viewers per episode across platforms. Viewership figures are based on Nielsen and first party data.

The battle between Logan Roy (Brian Cox) and his three of his children is heating up as Kendall (Jeremy Strong), Siobhan (Sarah Snook) and Roman (Kieran Culkin) team up to do their own thing in the media business. Meanwhile, first-born Connor (Alan Ruck) continues to be a clown with his pathetic presidential campaign. The first episode was packed with drama as the kids find themselves in a bidding war with Logan.

This fourth and final season should end up being memorable, as opposed to a show like Showtime’s “Billions” which was equally brilliant in the early seasons but then hung around way to long, becoming a caricature of itself in recent seasons.

Fans of “Downton Abbey” will soon get another installment with the theatrical release on May 20, 2022 of “Downton Abbey: A New Era.” All of the main characters are back, including the lovely Michelle Dockery pictured above.

The story this time has the family going on a grand journey to the South of France to uncover the mystery of the Dowager Countess’ newly inherited villa. You can watch the official trailer here.

This is a great story. Fran Drescher explains how a plane ride led to a pitch meeting which helped her create and launch “The Nanny.” Hear the rest of the interview on The Katz Walk podcast.