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Paramount Says Netflix-Warner Bros. Deal Would ‘Solidify Streaming Domination,’ Threaten the Future of Theatrical Releases

Paramount Says Netflix-Warner Bros. Deal Would ‘Solidify Streaming Domination,’ Threaten the Future of Theatrical Releases

Paramount laid out its argument for its hostile takeover bid on Monday, telling Wall Street analysts that Netflix and Warner Bros. Discovery’s $82.7 billion deal would “solidify streaming domination and end the streaming wars.”

Executives also said Netflix’s bid would be “harmful to the film and TV industry, undermine creative talent, threaten higher prices for consumers, and threaten the future of theatrical releases.”

Additionally, they argued that the Netflix offer leaves shareholders with stock and a “highly levered global networks business,” exposes them to “volatile Netflix shares that can drive value below headline levels” and has a “highly uncertain regulatory outlook.”

The all-cash tender offer from the David Ellison-led media giant is valued at $30 per share and would be $18 billion more than Netflix’s, amounting to an enterprise value of $108.4 billion, and 29% more cash. It would be fully backstopped by the Ellison family, RedBird Capital Partners, Bank of America, CitiBank and Apollo Global Management. It would also include $24 billion in financing from three Middle Eastern sovereign wealth funds.

Paramount also said that its deal for all of WBD, inclusive of its cable networks, would close in 12 months versus Netflix’s 12 to 18 month timeline and that its committed to “broader and more comprehensive regulatory efforts to get this transaction done – a level of commitment that goes well beyond what Netflix is offering.”

“This transaction is about building more, not cutting back, more opportunity for the industry, more choice for consumers, more value for shareholders, and more support for creative talent,” Paramount CEO David Ellison said during a Monday conference call. “Our focus is on expanding creative output, not dominating the sector as Netflix envisions. Our goal is to make Hollywood stronger in a way that benefits the entire ecosystem.”

Ellison argued that Paramount addressed all of the Warner Bros. Discovery board’s concerns by increasing the value, strengthening the financing and enhancing the regulatory commitments of its bid, but ended up receiving no response.

“We’re taking our offer directly to shareholders because they deserve transparency and the ability to make an informed decision,” he continued. “Our proposal is superior to Netflix’s in every dimension: higher headline value, increased certainty in that value, greater regulatory certainty, and a pro Hollywood, pro consumer and pro competition future. We’re confident that once shareholders have the opportunity to choose for themselves, they’ll choose Paramount.”

More to come…

Mike Cavanagh, President and Chief Financial Officer, Comcast Corporation

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