Warner Bros. Discovery just rejected David Ellison’s takeover offer for the eighth time — and its CEO is telling employees why.
WBD CEO David Zaslav sent a companywide memo on Wednesday morning, which was viewed by Business Insider, explaining why WBD is sticking with its Netflix deal.
Zaslav told staffers that WBD’s board of directors did a “thorough review” of Paramount’s latest offer and said they believe Netflix’s offer is still superior.
“This review was conducted with discipline and rigor, and was supported by independent financial and legal advisors,” Zaslav told employees.
In a letter to shareholders on Wednesday, WBD’s board outlined two key reasons it was turning down Paramount’s updated offer. First, the board said it offered “insufficient value” relative to Netflix’s bid, due to additional costs like a break-up fee to Netflix. Second, they said there was a “lack of certainty” in Paramount’s ability to consummate the deal because of an “extraordinary amount of debt financing.”
Paramount’s latest deal had included $40.4 billion in equity fully backstopped by Larry Ellison, the father of Paramount CEO David Ellison and one of the richest people in the world.
In Zaslav’s memo to staffers, he said the company’s “operating plans remain unchanged, and our priorities for 2026 are clear and intentional.”
WBD’s CEO also encouraged employees to tune out the noise.
“What matters most right now is our focus as we start the year,” Zaslav said, before thanking staffers for the “focus, professionalism, and energy” they bring to work.
He said the 2026 goals process for the company would launch in February.
Read Zaslav’s full memo to staffers here:
This communication has been sent to everyone at WBD.
Team,
As we begin the year, I want to share an update on where things stand and where we are focused.
Following a thorough review, the Warner Bros. Discovery Board of Directors has completed its consideration of Paramount Skydance’s most recent proposal. After careful evaluation, the Board has determined not to pursue that proposal. You can read our statement here.
This review was conducted with discipline and rigor, and was supported by independent financial and legal advisors.
We continue to have a signed transaction agreement with Netflix, subject to regulatory approvals and customary closing conditions. The regulatory review process is underway, and during this period we will continue to operate the business and support our teams. For reference, a centralized collection of what we have previously shared on this topic is available on the One website.
What matters most right now is our focus as we start the year. Our operating plans remain unchanged, and our priorities for 2026 are clear and intentional. The 2026 Goals process will be launched in February.
Across film, television, sports, news, streaming and games, we are delivering against a slate and strategy we believe strongly in. The work underway across the company reflects the creativity, momentum, and global reach that define us.
Thank you for the focus, professionalism, and energy you bring to your work. We enter this year confident in our direction and energized by what we are building for audiences and partners around the world.
David
