Warner Bros. Discovery $WBD ( ▼ 0.94% ) officially shut the door on Paramount $PSKY ( ▼ 0.81% ) for the sixth time, with the board unanimously rejecting Paramount’s latest takeover attempt and reaffirming support for its merger agreement with Netflix $NFLX ( ▼ 0.22% ) .
Despite adding a $40.4 billion personal guarantee from Larry Ellison to backstop the deal, Paramount did not raise its $30-per-share offer. The board said that wasn’t enough to outweigh the risks compared with the Netflix transaction.
Why Paramount still came up short
According to the board, Paramount’s proposal continues to offer less value and more risk. Directors cited heavy debt financing, weaker protections for shareholders, and uncertainty around closing the deal.
Warner Bros. Discovery also flagged the cost of switching horses. Walking away from Netflix would trigger a $2.8 billion termination fee plus a $1.5 billion penalty tied to its debt exchange. Those costs would effectively slash the payout Warner Bros. would receive if a Paramount deal later fell apart, reducing the net termination protection to about $1.1 billion.
Market sees Netflix in the driver’s seat
Netflix welcomed the board’s decision, saying the combination would unite complementary strengths and expand opportunities for creators and audiences.
Event markets are increasingly aligned with that view. Odds of Netflix ending up with Warner Bros. Discovery climbed to around 63% Wednesday morning, up sharply from earlier in the week, while optimism around a Paramount win continues to fade.
For now, it’s clear where the board stands. Paramount has tried six times, and Warner Bros. Discovery is still saying no.