Paramount has secured Larry Ellison’s backing for the adapted show

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American film producer David Ellison arrives for the premiere of Paramount’s “Transformers: Rise Of The Beasts” in New York City on June 5, 2023.

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Paramount Skydance On Monday, it secured the support of billionaire Larry Ellison in a revised buyout offer Warner Bros. Discovery – A clear response to the questions posed by the WBD Board of Directors.

“Larry Ellison has agreed to provide an irrevocable personal guarantee of $40.4 billion in equity financing for the show and any compensation claims against Paramount,” the company said in a press release.

Paramount said Ellison, the father of Paramount CEO David Ellison, also agreed not to cancel the Ellison family trust or adversely transfer its assets during a pending deal. The guarantee does not replace the committed funds of RedBird Capital and sovereign wealth funds, but constitutes a new layer of security for the obligations.

Paramount Skydance is offering $30 per share, all cash, to Warner Bros. Discovery is in a hostile attempt to compete with an agreement with… Netflix.

Last week, the head of Warner Bros. said: Discovery’s Samuel Di Piazza told CNBC’s David Faber that the board had concerns about supposed support for oracle Co-founder Larry Ellison on the show.

“We were not confident that one of the richest people in the world would be present at the closing,” Di Piazza said at the time. “Making a deal is great, closing a deal is even better.”

WBD earlier this month agreed to sell its studio and streaming assets to Netflix in a deal valued at about $83 billion on an enterprise basis. Paramount wants to buy all of WBD, including its portfolio of TV networks, and says its offer comes with an enterprise value of $108.4 billion.

Paramount did not significantly increase its offer on Monday, stressing that it believes the deal is superior, although Paramount did raise its proposed reverse break-up fee to match Netflix’s offer.

WBD confirmed receipt of the revised offer on Monday and said in a statement that it “will carefully review and consider Paramount Skydance’s offer in accordance with the terms of Warner Bros. Discovery’s agreement with Netflix.”

“What we’ve done in this revised filing is we’ve removed the brush of confusion around the offering,” Jerry Cardinal, founder and managing partner of RedBird Capital Partners, said on CNBC’s “Squawk Box” on Monday.

Paramount

RedBird is an investor in Paramount Skydance and has also committed to financing Paramount’s proposed acquisition of WBD.

As part of the revised filing, Larry Ellison will back the bid through an irrevocable trust, which is anchored by 1.2 billion shares of Oracle stock, Cardinale said Monday.

“As we have done during our six presentations, we are responding to their concerns,” Cardinale said.

Warner Bros. shares rose. Discovery rose 3% in early trading Monday, while Paramount shares rose more than 7%. Netflix stock fell nearly 1%.

Paramount vs. Netflix

Paramount made three offers to WBD in the fall, all of which the company rejected. WBD then launched a formal sale that brought in offers from other bidders, including Netflix.

Cardinale said Paramount’s unsolicited offers likely prompted WBD to be open to a sale, putting Paramount “a little bit on the defensive.”

During a CNBC interview on Monday, Cardinale, like Ellison on CNBC last week, appealed directly to WBD shareholders.

“At the end of the day…the shareholders own this company. The board doesn’t own it. [CEO] “David Zaslav doesn’t own this company,” Cardinale said. “It should be simpler than it is now. It’s very simple.”

Besides the question of value between the two shows, the issue of regulatory approval was also raised by Paramount as well as industry spectators.

“The Netflix deal eliminates competition,” Cardinale said, adding that the combination of streaming platforms Netflix and HBO Max would create 420 million subscribers under one roof. “No wonder the components of the ecosystem — talent, creators, and theatrical exhibitors — are losing their minds about this because they see the pricing power it will create.”

Netflix co-CEOs Ted Sarandos and Greg Peters said they were confident their deal would pass regulatory requirements. Sarandos also issued reassurances about the future of WBD’s theatrical slate under Netflix ownership.

At a conference earlier in December, Sarandos argued that Netflix’s bid for WBD assets would preserve jobs at a time when layoffs are increasing across the industry.

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