Paramount Is Considering a Hostile Takeover of Warner Bros After Losing to Netflix

Paramount isn’t ready to give up on Warner Bros just yet. After Netflix secured an $82.7 billion deal to acquire Warner Bros Discovery’s studios, streaming division, and gaming operations on Friday, Paramount is reportedly considering a hostile takeover attempt. According to multiple reports from CNBC and Bloomberg, Paramount Skydance may take its $30-per-share all-cash offer directly to Warner Bros shareholders, bypassing the company’s board entirely. This aggressive strategy would mark one of the most dramatic hostile takeover attempts in modern entertainment history and could potentially derail Netflix’s landmark acquisition.

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Why Paramount Lost the Bidding War

Netflix’s winning bid valued Warner Bros at $27.75 per share with an equity value of $72 billion, or $82.7 billion when including Warner Bros’ existing debt. Paramount actually offered more money at $30 per share in an all-cash proposal submitted Thursday evening, but Warner Bros Discovery CEO David Zaslav and the board chose Netflix anyway. The decision came down to regulatory concerns and deal structure rather than pure valuation.

Paramount’s offer was for the entire company, including cable networks like CNN and TNT Sports that Warner Bros plans to spin off. Netflix’s bid was cleaner, targeting only the studios, HBO Max streaming service, and related entertainment assets that Warner Bros wanted to sell. More importantly, Netflix included a massive $5.8 billion breakup fee if the deal falls through, demonstrating confidence that regulators will approve the transaction. Paramount had offered a $5 billion breakup fee, showing similar confidence, but Warner Bros evidently believed Netflix had a better path to regulatory approval.

The Hostile Takeover Strategy

A hostile takeover bypasses a company’s board and management by appealing directly to shareholders with a tender offer. If Paramount can convince enough Warner Bros Discovery shareholders that $30 per share in cash is better than Netflix’s $27.75 offer, they could potentially force the deal through despite board opposition. This is an extremely aggressive move that could create chaos for all parties involved.

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Paramount has been laying the groundwork for this strategy for weeks. The company refused to sign a confidentiality agreement with Warner Bros that would have prevented hostile takeover maneuvers, keeping all strategic options open. Paramount’s lawyers also sent a letter to Zaslav questioning the integrity of the auction process and accusing Warner Bros of conducting a narrow-minded sale that favored Netflix. These legal maneuvers suggest Paramount was preparing for a hostile approach even before Netflix won.

The financial structure makes this complicated. Paramount would need to secure substantial debt financing to fund a $30-per-share all-cash offer for the entire company. The merged Paramount-Warner Bros entity would carry enormous debt, potentially straining Paramount’s already challenged balance sheet. However, CEO David Ellison has demonstrated aggressive ambition since taking over Paramount following its merger with Skydance Media, and he may view Warner Bros as essential to competing in the consolidated streaming landscape.

What This Means for Gaming

Warner Bros Games is caught in the middle of this corporate battle, and the outcome matters enormously for gaming franchises. The division includes NetherRealm Studios (Mortal Kombat, Injustice), Rocksteady Studios (Batman Arkham series), Avalanche Software (Hogwarts Legacy), and other development teams controlling some of gaming’s most valuable IP. Netflix has no experience running major game studios and has struggled repeatedly to gain traction in gaming despite multiple attempts.

Paramount, on the other hand, doesn’t have a gaming division at all. If Paramount succeeded in a hostile takeover, they would inherit Warner Bros Games without any infrastructure or expertise to manage it. The studio could potentially be sold off separately, spun out as its own entity, or integrated into a completely unfamiliar corporate structure. Given that Warner Bros Games just underwent significant layoffs in late 2025, including cuts at Player First Games, WB San Diego, and Monolith Productions, further ownership turmoil could be devastating for remaining staff.

video game controller and gaming accessories on desk

Regulatory and Timeline Concerns

Any hostile takeover attempt would extend the timeline considerably and increase regulatory scrutiny. Netflix’s deal is expected to close in the third quarter of 2026 after Warner Bros completes its planned spin-off of Discovery Global cable networks. A competing Paramount offer would trigger additional antitrust reviews, shareholder votes, and potential legal battles that could drag on for years.

Paramount could argue that its acquisition poses fewer antitrust concerns than Netflix’s because it wouldn’t create a streaming monopoly. Netflix would control an unprecedented share of premium streaming content if the Warner Bros deal closes, raising legitimate competition questions. Cinema United, an international theater trade association, has already labeled the Netflix-Warner Bros deal an “unprecedented threat” to theaters globally. Congressional members have voiced concerns about consumer impact and reduced competition in Hollywood.

FAQs

What is a hostile takeover?
A hostile takeover occurs when a company bypasses the target company’s board and management to appeal directly to shareholders with a tender offer. If enough shareholders accept, the deal can proceed despite board opposition.

How much did Paramount offer for Warner Bros?
Paramount offered $30 per share in all-cash for the entire Warner Bros Discovery company, including cable networks. This was higher than Netflix’s winning bid of $27.75 per share, but Warner Bros chose Netflix due to deal structure and regulatory concerns.

Why did Warner Bros choose Netflix over Paramount?
Netflix’s offer included a cleaner deal structure targeting only the studios and streaming assets Warner Bros wanted to sell, plus a massive $5.8 billion breakup fee demonstrating regulatory confidence. Paramount’s bid was for the entire company including cable networks Warner Bros plans to spin off.

What happens to Warner Bros Games in this situation?
Warner Bros Games (including NetherRealm, Rocksteady, and Avalanche Software) is part of the acquisition. If Netflix’s deal closes, they inherit the gaming division. If Paramount succeeds with a hostile takeover, Warner Bros Games would go to Paramount, which has no existing gaming operations.

When would the deals close?
Netflix’s deal is expected to close in the third quarter of 2026 after Warner Bros completes its Discovery Global spin-off. A Paramount hostile takeover would extend this timeline significantly due to additional regulatory reviews and potential legal challenges.

Can Paramount actually succeed with a hostile takeover?
It’s difficult but possible. Paramount would need to convince enough shareholders that $30 per share in cash is better than Netflix’s $27.75 offer, secure massive debt financing, and overcome regulatory hurdles. The company would also face opposition from Warner Bros management and board.

Has Paramount made previous offers for Warner Bros?
Yes. Warner Bros Discovery rejected three previous takeover bids from Paramount, with offers reportedly ranging from $19 to $23.50 per share. Paramount initiated the bidding process in September 2025, which ultimately drew in Netflix and Comcast as competitors.

Conclusion

The fight for Warner Bros has turned into one of the messiest corporate battles in entertainment history. Paramount started the bidding war, got outmaneuvered by Netflix despite offering more money, and now might try to blow up the entire deal by going hostile. For Warner Bros employees, especially in the gaming division, this ongoing uncertainty is brutal. The company has already been through years of dysfunction under CEO David Zaslav, including multiple rounds of layoffs and cancelled projects. Now they face the prospect of either being absorbed into Netflix’s streaming empire or potentially caught in a prolonged hostile takeover battle. Whatever happens, the consolidation of Hollywood continues at a disturbing pace, with fewer companies controlling more of the entertainment landscape. Paramount has until shareholders vote on the Netflix deal to make its move, and based on CEO David Ellison’s aggressive track record, this fight is far from over.

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