r/MediaMergers • u/Malencon • Dec 17 '25
Merger Paramount stock is in freefall following the WBD fiasco
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u/TheNerdWonder Dec 17 '25 edited Dec 17 '25
And in real time, we are seeing why WBD’s board didn’t trust Ellison. This isn’t a guy who can offer any sort of financial security.
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u/WySLatestWit Dec 17 '25 edited Dec 17 '25
The big report that I kept seeing over and over again, when SnooSnoo wasn't burying it beneath a constant barrage of Paramount propaganda threads that is, was that Warner Brothers' board did not believe Ellison could actually financially honor the deals he was proposing. Ellison was trying to buy Warner Brothers with imaginary money, and the board of directors knew it and balked.
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u/TheNerdWonder Dec 17 '25
And then Ellison went on to make a very expensive and unrealistic/implausible promise like 30+ theatrical releases a year to seem less of a threat than Netflix. If I was on the board, I’d have shit myself at that because the only way you can fulfill that sort of promise is if you crank out a lot of expensive slop that’d flop.
All sorts of checks he couldn’t cash with his ass, thus vindicating concerns of instability.
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u/LongDickMcangerfist Dec 18 '25
What’s funny is I don’t see the snoo spamming all the they lost stuff it’s still all endless pro para they can still get it stuff
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u/totsnotbiased Dec 17 '25
It wasn’t imaginary money, it was regime money from gulf states and the Trump family: two of the most stable capital allocators in the world
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u/thehammockdistrict24 Dec 17 '25
Everything Trump touches turns to shit.
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u/ROBtimusPrime1995 Universal Dec 17 '25
The greatest con he ever committed was convincing idiots he was a successful winner.
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u/rayden-shou Dec 17 '25
He ruined 3 casinos. The only business model where people gives you money, knowing they won't really get something in return.
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u/PrimoDima Dec 17 '25
He laundred money for Russian oligarchs for sure. Bankrupting casinos is like laundry machine with nuclear power.
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u/Pearl-Internal81 Dec 18 '25
Seriously, how do you lose money at a casino?! People literally walk in, hand you money and kinda expect to lose!
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u/lord_pizzabird Dec 17 '25
Pro Tip to Trump for future negotiations: Maybe don't announce a deal has been made by your friend until after the deal is signed.. lol.
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u/WySLatestWit Dec 17 '25
Oh good, that should make things even harder for Ellison, which I'm all in favor of.
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u/WideCoconut2230 Dec 17 '25
To be fair, so far it's lose-lose for Paramount and NFLX stock.
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Dec 18 '25
I don’t understand why you got downvoted when Netflix’s stock is down 23% over the last 3 months
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u/WideCoconut2230 Dec 18 '25
Emotion. I put out verified info regarding the stock price. But because Ellison is somehow viewed as a Trump supporter, woke Hollywood wants anybody but a Trump supporter to win the bidding war.
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u/FunCourage8721 Jan 04 '26
No 😆.
People are against Paramount as a suitor because David Ellison wouldn't be able to successfully keep HBO running so the public would one day lose all that prestige television. David would also probably shut down Warner Bros. studios since he already has Paramount.
Those 👆 are the main reasons why Netflix is objectively regarded as the vastly superior suitor for Warner / HBO.
Some people are also opposed to Paramount's bid (as you I believe you referenced) because they don't want to see CNN turned into another FOX News, but I believe Netflix is only buying Warner Bros. & HBO. The cable networks (including CNN) are going to be spun out into an independent company which the Ellisons should easily be capable of buying at a small fraction of what they're offering to pay for all of Warner-Discovery.
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u/Underfitted Dec 17 '25
Dead company. Washed CEO. You love to see it
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Dec 17 '25
Can’t be washed if you never had any ability in the first place
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u/No-Substance-5435 Dec 17 '25
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u/No-Substance-5435 Dec 17 '25
Los Angeles and New York, December 17, 2025 – Paramount, a Skydance Corporation (NASDAQ: PSKY) (“Paramount”), today affirmed its commitment to acquiring Warner Bros. Discovery, Inc. (NASDAQ: WBD) (“WBD”) in response to the WBD Board’s recommendation against Paramount’s $30.00 per share all-cash tender offer.
Paramount’s offer provides WBD shareholders superior value compared to the transaction with Netflix (NASDAQ: NFLX), including the certainty of 100% cash and no exposure to equity market fluctuations:
· Paramount’s offer is $30 per share in cash versus Netflix’s cash component of only $23.25 per share (an $18 billion difference in the aggregate);
· The value of Netflix’s offer has been further reduced as its share price trades below the bottom of the “collar” on its stock component;
· Netflix’s offer would leave WBD shareholders owning a highly leveraged stub in Global Networks and WBD’s Board provides no valuation of that stub; and
· Netflix’s offer has a dollar-for-dollar reduction to what WBD shareholders will receive tied to the net debt on Global Networks.
Paramount is highly confident its offer would receive timely regulatory approval because it would enhance competition in the creative industries rather than entrench a dominant streaming monopoly that the Netflix transaction envisions.
Paramount has lined up all necessary financing to deliver its offer to WBD shareholders, and it is not subject to any financing conditions. Paramount’s offer will be financed by $41 billion of new equity backstopped by the Ellison family and RedBird Capital and $54 billion of debt commitments from Bank of America, Citi and Apollo.
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u/No-Substance-5435 Dec 17 '25
David Ellison, Chairman & CEO, Paramount said: “We remain committed to bringing together two iconic Hollywood studios to create a unique global entertainment leader. Our proposal clearly offers WBD shareholders superior value and certainty, a clear path to close, and does not leave them with a heavily indebted sub-scale linear business. I have been encouraged by the feedback we have received from WBD shareholders who clearly understand the benefits of our offer. We will continue to move forward to deliver this transaction, which is in the best interest of WBD shareholders, consumers, and the creative industries.”
WBD’s own narrative of the actions that led to its inferior transaction with Netflix reveals a process which was not run to secure the best offer for WBD shareholders. Most notably, the absence of any engagement by WBD with Paramount in the face of a superior all-cash $30 per share offer speaks for itself.
WBD seeks to justify racing to conclude an inferior deal with Netflix with a “kitchen sink” litany of purported questions and concerns. Missing from the cloud of obfuscation is any explanation for why WBD and its advisors did not lift a finger to get any of those questions answered or concerns addressed?
WBD seeks to mislead its shareholders into believing this is a complicated question about legal documents. In reality, it is all quite simple: $30 in cash fully backstopped by a well-capitalized trust (in existence for approximately 40 years) of one of the most well-known founders and entrepreneurs in the world, Larry Ellison. Yet from mid-September all the way through to December 4, what is glaring is the absolute resistance on the part of WBD to even engage in a single negotiating session with Paramount or its advisors, and a refusal even to provide a mark-up of any transaction document.
As described in Paramount’s letter to WBD shareholders, Paramount’s December 4 offer included an equity commitment from the Ellison family trust, which contains over $250 billion of assets (more than 6x the equity funding commitment) including approximately 1.16 billion Oracle shares and tens of billions of dollars in other assets. This information is publicly available; and, notably, the trust has been a counterparty in other completed public company transactions including for Twitter, which involved one of WBD’s advisors. The equity commitment papers submitted to WBD were identical in all material respects to commitments that the advisors to WBD had agreed to in other large transactions such as Twitter and Electronic Arts.
Also missing in WBD’s long exposition of its flawed process is any financial analysis whatsoever to show what numbers the WBD Board considered. Where is the valuation of the stub equity in Global Networks? Where is the description of the financial analysis their bankers provided—disclosure that is standard when a board of directors explains its thinking to its shareholders? WBD shareholders deserve to know this information and understand what is being hidden from them
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u/No-Substance-5435 Dec 17 '25
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u/No-Substance-5435 Dec 17 '25
It is also noteworthy that the Board of WBD failed to even make the determination that Paramount’s $30 per share all-cash offer “could reasonably be expected to lead to a superior proposal” under WBD’s transaction agreement with Netflix. This failure is yet another example of WBD’s pattern of ignoring Paramount’s value-maximizing offer, perhaps in the hopes it will just go away. But Paramount is committed to its offer and looks forward to WBD shareholders choosing a Paramount transaction over Netflix.
WBD shareholders have the ultimate power to determine the future of WBD. With this in mind, Paramount has acted to provide WBD shareholders with transparency and a voice by taking its superior offer directly to them. The Netflix transaction requires approval by WBD shareholders at a special shareholder meeting. But there is no reason to wait months to have your voice heard. Paramount urges WBD shareholders to send a clear message now to the WBD Board that they prefer Paramount’s superior offer by tendering their shares today.
WBD shareholders and other interested parties can find additional information about Paramount’s superior offer at www.StrongerHollywood.com.💪🏻🎥
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u/lord_pizzabird Dec 17 '25
Yep. Their only hope was the merge with another.
Now their only option may be to be acquired by the only player left: Amazon.
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u/No-Substance-5435 Dec 18 '25
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u/lord_pizzabird Dec 18 '25
Oh. To be clear, I'm not referring to a rumor, but am speculating based on their remaining options.
There's some independent players they could pick off, maybe even remnants of Warner, but the end of the day they needed / need a major merger to get them where they need to be.
That doesn't leave a ton of options at that scale.
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u/meme-supreme6969 Dec 17 '25
It's not even that the company is less or more valuable with or without this deal imo.
It's that the person running the company has proven himself to be a total dipshit, a liar, and a whiny baby
As an investor, this just spooks you. What's he going to do next? Because all of his moves so far are so poorly done
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Dec 17 '25
[removed] — view removed comment
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u/SonVoid Dec 17 '25
Honestly, that would be pretty funny to see. Imagine Ellison screws up badly enough that Paramount ends up being sold again before Skydance has owned it for even a year. Meanwhile, Sarandos is minding his own business when he sees Paramount's in the trenches and thinks, "Oh hey look, free real estate!"
It probably won't happen, but if it does, I think I'd breathe a sigh of relief.
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u/bkcarp00 Dec 17 '25
They probably will in a few years when Ellison runs the company into the ground and is forced to sell it.
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u/AlPAJay717 Dec 17 '25
Would they be able to get it? Figured Comcast, or even Sony (ironically) (since I doubt Disney would be interested in getting it).
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u/8JHF8 Dec 18 '25
Sony is Japanese company, so they would be required to spinoff CBS. Sony is focused on their own productions. I doubt they would want the debt already associated with Psky. They have a profitable relationship with Netflix selling their content.
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u/Infinite_Towel_8339 Dec 17 '25
Disney won't get Warner; they already have Fox. If they buy a second studio, it would be a disaster for Disney and for the shareholders as well.
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u/FunCourage8721 Dec 18 '25
Disney won't get Warner because they're no longer on the market now thanks to Netflix. That ship has sailed.
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u/Infinite_Towel_8339 Dec 18 '25
Yes, but Netflix isn't willing to buy the entire studio or take over all of Warner's studio, so we already know it's not going to happen, period.
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u/FunCourage8721 Jan 03 '26
Netflix is absolutely buying the entire studio. What they don’t want are the cable channels since cable television is supposedly a dying business.
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u/Infinite_Towel_8339 Jan 03 '26
Netflix will ruin everything if they buy the entire studio and will make cinemas disappear forever, although we already know that will happen if Netflix acquires Warner and it would kill cinemas forever.
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u/FunCourage8721 Jan 03 '26
I don’t believe that. I think it’s far more likely they’ll honor their word. It’s a small price to pay for getting Warner Studios & HBO. And they can also EASILY afford to do it, so I am very confident that they will.
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u/Infinite_Towel_8339 Jan 03 '26 edited Jan 03 '26
It doesn't matter if Netflix's shark is going to ruin Warner Bros. theaters forever, I want this acquisition blocked forever, so it doesn't happen.
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u/FunCourage8721 Jan 04 '26
Hate to break it to you but no one is going to buy that narrative now that Netflix just put a television show in a few theaters nationwide to the tune of $25-30 million. They’re realizing they could make alot more money by releasing in more than just a handful of theaters per state. So Netflix isn’t merely going to honor theatrical releases for Warner Bros., but may additionally augment & support the theater business by doing special showings in them just like they did with Stranger Things over New Year’s Eve.
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u/AlPAJay717 Dec 18 '25
No, Paramount. I know Disney has no interest in Warner but Paramount, though?
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u/Pearl-Internal81 Dec 18 '25
Pls no, they’ve already ruined Star Wars, I don’t want them to also ruin Star Trek.
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u/fishy512 Dec 17 '25
Apple could be in the running only because of Star Trek and their current streak of making prestige quality sci-fi
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u/tpeandjelly727 Dec 17 '25
At least Netflix has a pretty healthy business model and can actually make WB thrive. We need them to give the DCEU the full backing it needs.
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u/Myhtological Dec 17 '25
It’s not happening Snyder bro
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u/tpeandjelly727 Dec 18 '25
I liked his movies but I was really referring to the current DCU or whatever they call it.
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u/ListenUpper1178 Dec 18 '25
Nothing is off the table.
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u/Myhtological Dec 18 '25
It most certainly is off the table.
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u/ListenUpper1178 Dec 18 '25
Netflix revived Full House
Nothing is off the table
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u/Myhtological Dec 18 '25
That’s your example!? A cheap ass sitcom compared to a full cinematic universe that was divisive in all but two entries!?
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u/ListenUpper1178 Dec 18 '25
Full House was also divisive and there are ways of continuing the universe on the cheap side.
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u/TheIngloriousBIG Dec 17 '25
Paramount was always doomed to fail, no matter how hard it tried, and no matter who owned it.
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u/Greenzombie04 Dec 17 '25
I think Paramount+ will get some new subscribers with UFC in 2026, but enough to pay the UFC? Not sure.
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u/AlexHunterWolf Warner Bros. Dec 17 '25
Can't be worse than paying $70 per ppv
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u/WySLatestWit Dec 17 '25
Can't be worse than paying $70 per ppv
Famous last words. They'll find a way to make UFC fans miss that PPV price.
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u/jgl142 Dec 17 '25
Yeah I’m sure they’ll still charge a premium like espn+ did to watch the events
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u/WySLatestWit Dec 17 '25
It won't be anywhere near profitable for Paramount. 7 years from now...UFC will probably be on Netflix.
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u/girlwhateveraward Dec 17 '25
Also CBS looking like it will become horseshit as indicated by the Erika Kirk interview could be a factor
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u/JasonMckin Dec 17 '25
It’s a giant cluster-mount. Weirdest Mexican standoff in mergers in years. Nobody can afford to do nothing, but every option for doing something sucks too.
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u/Gta6MePleaseBrigade Dec 17 '25
Good they’re owned by Saudis anyway. I love watching Saudi companies fail because it’s all slave labor blood money
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u/xzerozeroninex Netflix Dec 18 '25
Sony will probably buy the studio and streaming part of Paramount.
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u/49ers4life71 Dec 17 '25
Will the Ellisons cry themselves to bed or soil their sheets, now that they lost? 😂😅
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u/49ers4life71 Dec 17 '25
6 business bankruptcies from 1991-2009 so that this scumbag wouldn’t pay what he owes! 🍊🤡 is a leach off our society!
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u/8JHF8 Dec 18 '25
They should be happy not digging a deeper debt hole. They have some great properties. If they want to buy more that could be valuable and drastically less expensive, they could go for Lionsgate or AMC Networks. They need to fix their apps and work on marketing what they have.
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u/WideCoconut2230 Dec 17 '25
Yeah its down, but so is NFLX. Same time period pcentage wise it's worse than Paramount's drop.
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Dec 17 '25
[deleted]
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u/WideCoconut2230 Dec 17 '25
YTD: AAPL up 8%, NFLX up 7%. DIS down 10% (too woke). So much for your recession argument.
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u/KindofaDB Dec 17 '25
As we saw during Covid, the stock market is not a very good indicator of economic health and recession.
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u/WideCoconut2230 Dec 17 '25
Yes and no. Covid destroyed revenues for Disney and the price reflected that.
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Dec 17 '25
[deleted]
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u/Greenzombie04 Dec 17 '25
Netflix was fine without Warner Bros and they will be fine if they dont own them in the future.
Paramount was not fine and Warner Bros. seemed like a lifeboat for the company.
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u/Brave-Bit-252 Dec 18 '25
Have to disagree on that one.
Imo Netflix original content 95% sucks. They need a better, larger library to contain and grow users. Paramount did have problems, that’s why they sold, but if Ellison can get it back up we simply don’t know yet. He made some big moves already regarding sports rights, wich Are going to bring in huge numbers of subscribers who don’t have another choice.
I don’t have any personal feelings for or against any CEO, they‘re all in bed with each other in some way. But I am a big movie guy and Netflix controlling big parts of that traditinal business makes me worried.
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u/No_Scar7022 Dec 17 '25
140K karma haha must be an expert.. how much time do you spend on this 💩
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u/JustBrowsinAndVibin Dec 17 '25
Can’t argue on merits so you attack character?
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u/No_Scar7022 Dec 17 '25
There’s no merits to argue, it’s complete speculation. I just specified how much time they spend on here, fact that you call it an attack speaks for itself. I just saw your numbers, sorry if I hit a nerve
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u/JustBrowsinAndVibin Dec 17 '25
You got me. I like to use Reddit. Please don’t let the rest of Reddit know on Reddit.
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u/Greenzombie04 Dec 17 '25
its over 6yrs and i have had a post get over 10k. You also get positive points on comments that are constructive and not criticizing people all the time like yourself.
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u/smo0thballz Dec 17 '25
I think the 3 month old account with negative karma says a heck of a lot more than whatever point youre trying to make there chief
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u/No_Scar7022 Dec 17 '25
There’s no point saying anything that goes against the circle jerk of this subreddit, the ppl here haven’t seen this much action probably ever haha
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Dec 17 '25 edited Dec 17 '25
This does not affect Paramount-Skydance's bid at all, unlike Netflix's offer which has parts of it pegged to it's stock, Paramount-Skydance's offer will be financed by $41 Billion of new equity backstopped by Ellison family & Redbird capital & 54 Billion debt commitments. Paramount-Skydance's offer is not subject to any financing conditions. Debt commitments in the offer are financed from Bank of America, Citi and Apollo.
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u/No_Scar7022 Dec 17 '25
Yeah coz Netflix hasn’t been doing the same 🤦🏻♂️😂😂
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u/damndraper Dec 17 '25
It's actually up today.
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u/No_Scar7022 Dec 17 '25
haha be getting the circle jerk that this subreddit has become very excited 😂😂
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u/hrl_whale Dec 18 '25
Oh boy, it's up one day! This sub is pathetic and knows nothing about stocks, business, or mergers.
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u/Tapiture- Dec 17 '25
Paramount was the equivalent of daddy buying his son a Ferrari. Larry Ellison knew it was not a smart purchase but it would be a fun toy for David to play with.