Background: Warner Bros Discovery (WBD), the entertainment powerhouse behind HBO, DC, CNN, and Harry Potter, was born out of a $43 billion merger back in 2022. Meanwhile, Netflix has been the long-reigning streaming giant has been looking to bulk up its content library and global reach.

What happened: Netflix recently announced a $72 billion cash-and-stock deal to acquire Warner Bros Discovery’s studio and streaming business, including HBO Max (but not CNN or Discovery Channel). The Warner Bros Discovery board gave it the green light… until Paramount Skydance crashed the party with a bigger, hostile offer.

What else: Paramount, now led by David Ellison (yep, Oracle founder Larry Ellison’s son), lobbed a $108 billion all-cash hostile takeover bid for all of Warner Bros Discovery. The WBD board still backs Netflix’s deal for now, but shareholders have until January 8 to decide who gets the final rose - Netflix or Paramount.

What's the key learning?

💡A hostile takeover is basically corporate gatecrashing. It happens when a company goes straight to shareholders instead of the board — like Paramount offering $30 per share (all-cash), topping Netflix’s $27 ($23.25 in cash and $4.50 in Netflix shares), to win over Warner Bros Discovery investors.

💡Paramount’s tender offer cuts management out of the equation. By bypassing the board, Paramount aims to secure a controlling stake directly from shareholders, replace WBD's leadership,and force the $108 billion USD sale through.

💡The Ellisons have done this before... successfully. Back in 2005, Larry Ellison’s Oracle pulled off a $10.3B hostile takeover of PeopleSoft after repeated rejections. Now, David Ellison’s Paramount is trying to run the same playbook.