Why Paramount’s $108B Bid Backed by Ellison, RedBird Faces Regulatory & Deal Risk

The Paramount Skydance hostile takeover bid for Warner Bros. Discovery (WBD) was launched on December 8, 2025, offering $30 in cash per share—approximately $108.4 billion enterprise value—for all of WBD, including its linear networks and cable operations. Equity financing was backstopped by the Ellison family and RedBird Capital, supported by financing from Gulf sovereign wealth funds and involving Jared Kushner’s Affinity Partners. [1][2] Paramount also secured $54 billion of committed debt from Bank of America, Citigroup, and Apollo, and made significant concessions to foreign equity investors (forgoing board seats or governance rights) to reduce regulatory hurdles through CFIUS. [1][2]

On December 16, 2025, Affinity Partners exited the bid. Although not a primary financial contributor, Affinity’s involvement had symbolic and strategic import, especially given its political ties. The firm reportedly withdrew citing fierce competition and concerns about the bid’s reliability. Simultaneously, Warner Bros. Discovery’s board is expected to advise shareholders to reject the Paramount offer and favor a competing transaction with Netflix.[1]

Strategically, Paramount’s whole-company offer contrasts with Netflix’s deal, which excludes linear networks and cable operations (Global Networks). Paramount claims superior certainty, more cash to shareholders, and a clearer regulatory path. [2] Nonetheless, concerns linger over the scale of debt, foreign investor confidence, and the complexity of combining multiple media segments under regulatory scrutiny. The board’s resistance suggests these concerns, together with the foreign investment angle, may count against Paramount. [1]

Political and regulatory risk is front and center. Affinity’s withdrawal alleviates some optics but broader concerns remain: senators have asked for CFIUS review; Democratic lawmakers warn of national security implications of foreign backing, especially by Saudi Arabia and other Gulf states. [3] The combination of leverage, foreign capital, and media influence—including ownership of news segments like CNN—raises the transaction’s sensitivity.

Open questions include: whether Paramount can raise equivalent backstop equity to make up for Affinity’s withdrawal; whether the foreign investors will stick to the governance concessions; how the regulatory review—both antitrust and foreign investment—will resolve; and whether Netflix’s deal, though smaller in cash, will be seen by the board as more certain.