Tesla's board has warned that Elon Musk could quit as CEO if the $1 trillion pay package isn't passed.
JOEL SAGET/AFP via Getty Images
Elon Musk's wealth hit a record $648 billion, extending his lead as the world's richest person.
His fortune jumped thanks to Tesla's record stock rally and SpaceX's soaring valuation.
Musk has gained an unrivaled $216 billion this year, more than Bernard Arnault's net worth.
Elon Musk's net worth has surged to a record $648 billion — and his wealth gain this year exceeds LVMH CEO Bernard Arnault's entire $205 billion fortune, the Bloomberg Billionaires Index shows.
The Tesla and SpaceX CEO's wealth has jumped by $178 billion in just two days, boosting his year-to-date gain to an unmatched $216 billion.
If that figure were his entire fortune, he would rank sixth on the rich list — ahead of not just Arnault but also former Microsoft CEO Steve Ballmer and Nvidia CEO Jensen Huang.
Musk's record wealth partly reflects Tesla stock closing at an all-time high of $490 on Tuesday, as investors cheered news that the EV maker is testing driverless robotoxis on Austin, Texas streets. Musk holds a roughly 12% stake in Tesla, valued at around $200 billion.
But the bigger driver of his wealth surge this week has been SpaceX's valuation reportedly doubling since the summer to $800 billion, based on a secondary share sale by the aerospace company ahead of a potential IPO next year.
Musk, the CEO of Tesla and SpaceX, is now more than twice as wealthy as number two on the rich list, Alphabet cofounder Larry Page, who's worth $264 billion after a year-to-date wealth gain of $96 billion — second only to Musk.
He's also more than four times as rich as Warren Buffett, the outgoing CEO of Berkshire Hathaway, who's worth $150 billion after giving more than half of his fortune to good causes.
Musk's personal fortune exceeds the market values of Oracle, Mastercard, and Johnson & Johnson — three of the 20 most valuable US public companies with market capitalizations exceeding $500 billion. His recent gains have narrowed the gap with Visa, which has a market value of $660 billion.
Musk's epic wealth rally
The serial entrepreneur has had a striking wealth recovery in recent months. Tesla stock roughly halved between mid-January and mid-March as his Department of Government Efficiency (DOGE) sparked public backlash and worried shareholders that he was getting distracted.
Musk even briefly lost his top spot on the rich list to Oracle cofounder Larry Ellison in September, before Tesla shares rallied to fresh highs.
Tesla and other huge US tech companies have seen their stock prices soar this year, fueled by immense buzz around AI. In Musk's case, he's excited investors by spending big on AI to develop Tesla'sautonomous vehicles and humanoid robots.
By contrast, skeptics such as Michael Burry of "The Big Short" fame have warned that AI companies are overspending on microchips and data centers, and diagnosed a stock-market bubble that's bound to burst.
The AI boom has translated into huge wealth gains for key shareholders such as Musk, Page and his cofounder Sergey Brin, Amazon's Jeff Bezos, Ellison, Meta's Mark Zuckerberg, and Nvidia's Jensen Huang.
Musk could become the world's first trillionaire after Tesla shareholders approved his pay package in November, which promises to roughly double his stake in Tesla over the next decade if he hits milestones such as selling 1 million Optimus robots and raising adjusted profits from around $17 billion last year to $400 billion.
I made four of Ina Garten's best cookie recipes and ranked them.
Ivy Carbone
I love Ina Garten, so I baked my way through four of her cookie recipes to see how they stacked up.
The giant crinkled chocolate chip cookies were delicious, but a bit tedious to make.
I thought the salty oatmeal chocolate-chunk cookies were crispy, flavorful, and perfectly chewy.
When it comes to cooking and baking, there's rarely an Ina Garten recipe I don't like.
Her recipes are reliable, and there's something for everyone to enjoy. So, I decided to bake my way through four of her cookie recipes to see how they compare.
For a mix of classic, chocolate, and fruity flavors, I went with her giant crinkled chocolate chip cookies, raspberry jam thumbprints, white-chocolate chunk cookies, and salty oatmeal chocolate-chunk cookies.
Here's how they stacked up, from worst to best.
Garten's giant crinkled chocolate chip cookies are made with vanilla, bittersweet chocolate, and sea salt.
Two sticks of unsalted butter, at room temperature
1 ½ cups of granulated sugar
¼ cup of light-brown sugar, lightly packed
One extra-large egg, at room temperature
1 ½ teaspoons of pure vanilla extract
2 cups of all-purpose flour
½ teaspoon of baking soda
1 teaspoon of kosher salt
8 ounces of bittersweet chocolate, chopped
Sea salt for sprinkling
The dough was simple enough to make.
Ivy Carbone
Making the dough was a pretty straightforward process. I mixed everything in an electric mixer, folded in the chocolate chunks, and let it chill for 30 minutes. Then, I was ready to bake.
The process to make these cookies was a bit tedious.
Ivy Carbone
Although these have the word "giant" in the name of the recipe, I didn't expect the cookies to be as massive as they were. Each one used a whopping ⅓ cup of dough, and they spread a lot, so I needed to cook them in batches.
After baking for 10 minutes, the instructions said to pull the tray out and bang it on the counter. This was repeated every three minutes until the cookies were done baking to create the crinkle effect. However, this method became a little tedious after baking multiple trays.
For a smoother process, I also recommend baking on parchment paper. I didn't do this with the first batch, and even with cooking spray, mine stuck to the tray pretty badly since they had thinned out so much.
The giant crinkled cookies were good, but not the best I've tasted.
Ivy Carbone
These cookies were good, but I wanted to like them more. They came out thin, buttery, and crispy, but were not the best chocolate chip cookies I've ever had.
However, I do prefer a more chewy cookie, so it's all up to personal preference. They look rather impressive, but these are the kind of treat I would need to fully commit time and dedication to making. For that reason, they landed in fourth place.
Garten's raspberry jam thumbprints call for vanilla, coconut, and your choice of jam.
Three sticks of unsalted butter, at room temperature
1 cup of sugar
1 teaspoon of pure vanilla extract
3 ½ cups of all-purpose flour
¼ teaspoon of kosher salt
One egg beaten with 1 tablespoon of water, for egg wash
7 ounces of sweetened flaked coconut
Raspberry or apricot jam
I made the dough with the help of an electric mixer.
Ivy Carbone
I started by making the dough in an electric mixer, using the butter, sugar, vanilla, flour, and salt.
Then, I dumped it out onto a clean surface and kneaded it lightly to incorporate some of the looser bits. The texture reminded me of a shortbread cookie.
More steps were involved in making these.
Ivy Carbone
After wrapping the dough in plastic wrap and refrigerating it for 30 minutes, I began forming the cookies.
I shaped each ball, dipped it in egg wash, and rolled it in shredded coconut. Then, I pressed a thumbprint into the dough, filled it with jam, and baked.
The extra work to make the raspberry jam thumbprints was well worth it.
Ivy Carbone
These cookies came out delicious. The coconut got nice and toasty, and the raspberry jam was the perfect sweet flavor to balance out the buttery, crumbly shortbread.
I used raspberry jam for this batch, but I could see myself making them again and experimenting with different flavors, like apricot, strawberry, and even cherry. Overall, these were a solid third-place choice.
Garten's chocolate white-chocolate chunk cookies require mostly pantry staples.
The dough for these cookies — which was made with butter, both sugars, vanilla, eggs, cocoa, flour, baking powder, baking soda, salt, and white chocolate — came together easily in the mixer in under 10 minutes.
These cookies baked for exactly 15 minutes.
Ivy Carbone
In her recipe, Garten emphasizes the importance of a precise 15-minute bake time. The recipe states that the cookies may seem underdone when they come out, but that's what helps perfect the chewy texture.
I let them cool for a few minutes to firm up before moving them to a separate plate.
I loved the combination of the chocolate cookie and white-chocolate chunks.
Ivy Carbone
I'm not usually one to reach for a chocolate cookie, but this recipe changed that. These came out soft, rich, and chewy, with a brownie-like fudginess.
The combination of rich chocolate dough and chunks of white chocolate was so good that I would reach for these cookies over and over again. So, they came in second place.
Garten's salty oatmeal chocolate-chunk cookies are made with cranberries instead of raisins.
Two sticks of unsalted butter, at room temperature
¾ cup of light-brown sugar, lightly packed
¾ cup of granulated sugar
2 teaspoons of pure vanilla extract
Two extra-large eggs, at room temperature
1 ¾ cups of all-purpose flour
1 teaspoon of baking soda
1 teaspoon of kosher salt
1 ¼ cups of old-fashioned oats
¾ pound of bittersweet chocolate, chopped
¾ cup of dried cranberries
Sea salt for sprinkling
I appreciated how easy it was to make these cookies.
Ivy Carbone
The recipe for these cookies was straightforward to follow.
I creamed the butter and sugars and added the dry ingredients. Then, I folded in the dried cranberries and chocolate chunks and baked for 10 minutes.
I appreciated that there were no complicated steps and the dough didn't need to be refrigerated.
The salty oatmeal chocolate-chunk cookies were chewy inside, but had perfectly crisp edges.
Ivy Carbone
These cookies were insanely delicious, with a simple yet balanced flavor. The oatmeal cookie was buttery, the chocolate chunks were melty, and I ended up favoring the dried cranberries over the traditional oatmeal-raisin combination.
The salt was definitely noticeable, but it worked well. If I made them again, I'd add cinnamon. It feels like the only thing missing here, but otherwise, they're perfect as is.
Overall, these cookies were chewy, crispy, flavorful, and the kind I could eat all of in one sitting. For that reason, they were easily the best recipe I tried.
This story was originally published on November 25, 2025, and most recently updated on December 17, 2025.
As an interior designer, I know which trends are popular right now and which are going out of style.
Bri Macdonald
As an interior designer, I see lots of trends cycle in and out each season.
Color drenching, versatile furniture, and colorful trim are all popular among my clients right now.
However, I'm seeing less beige interiors, builder-grade lighting, and all-white kitchens.
As an interior designer, I know the hottest trends are always cycling in and out. What's popular today could be gone tomorrow — and back in a few years.
To help keep track of what's trending right now, here are four design choices I'm seeing everywhere right now — and a few that are on their way out.
Color drenching is in.
severija/Getty Images
This season, I'm noticing that more people are saying goodbye to accent walls and instead choosing to paint entire rooms in a single hue, including walls, trim, and even the ceiling.
This trend, known as color drenching, makes a space feel intentional and instantly cozy.
I've been loving muted sage-green bedrooms, warm clay dining rooms, and soft powder-blue bathrooms that make you slow down and breathe a little deeper.
If you're nervous about committing to so much color, start small. A pantry, powder room, or laundry room is the perfect place to experiment and build your confidence before tackling larger spaces.
Versatile furniture is a great investment.
Suchada Tansirimas/Getty Images
Lately, I've found myself gravitating toward furniture that's flexible and adaptable.
I've seen a huge demand for pieces that are versatile and can grow with you from apartments to homes and new life phases. For example, my clients are loving modular sofas that can be rearranged and reconfigured.
People want the ability to rearrange or refresh their furniture instead of tossing it every time they want a new look.
Overall, we seem to be entering a season of design where sustainability is more important than ever, and choosing versatile furniture is one of the smartest (and, in my opinion, chicest) ways to make your home livable.
Colorful trim is a fun way to add personality to a room.
Photo and design by Bri Macdonald
Adding a pop of color to your trim, baseboards, or doors is a fun way to make a space feel elevated and playful without overwhelming it.
One of my favorite tricks when committing to a colorful trim or door is to repeat that exact color elsewhere in the room. It's an intentional design detail that ties your space together.
Mixing opposite styles — like vintage and modern — can bring new life to a room.
V1ktoria/Shutterstock
Mixing opposites — like vintage and modern, rustic and sleek, or tiny and oversize elements — is one of my favorite ways to create rooms that feel full of life.
For example, try pairing a clean-lined sofa with a weathered, farmhouse-style coffee table, or a delicate floral print with a chunky, antique frame.
The combinations are endless, and they make your home feel collected, not cookie-cutter.
On the other hand, all-beige interiors are out.
Followtheflow/Shutterstock
It seems like the era of all-beige interiors is officially over, and I couldn't be happier. At some point, the trend that started as "minimalist chic" began to make every room look the same.
Beige on its own can be gorgeous when it's executed the right way. However, when everything is the exact same tone, the room starts to feel flat and sad.
Nowadays, my clients are craving pops of color in their homes. For example, a moss-green throw on the sofa, a buttery yellow lamp in the corner, or even an unexpected wallpaper can completely brighten up a space.
Many clients are choosing to ditch builder-grade lighting fixtures.
Melissa Kopka/Getty Images
Not only does lighting control how a room looks, but it also affects how you feel in a space.
Often, homes are filled with basic builder-grade lighting that can feel cold and impersonal. That's why I recommend swapping these fixtures with ones that bring you joy.
Some of my favorite tricks are replacing basic fixtures with something vintage, or bringing in new textures and materials like brass, linen drum, or woven rattan.
Matching furniture sets are becoming less popular.
Mike Higginson/Shutterstock
Matching furniture sets might feel like an easy shortcut, but from a design perspective, it's one of the fastest ways to make a room feel flat and uninspired.
When every piece of furniture is the same wood tone, finish, and style, the space becomes one-dimensional. There's no contrast, tension, or sense of personality.
In my opinion, design works best when there's a little bit of friction — a balance of textures, finishes, and scales that play off each other.
I recommend curating your space with a mix of pieces to create visual interest and depth.
I'm also seeing fewer all-white kitchens.
John Keeble/Getty Images
When every cabinet, counter, and backsplash is white-on-white, the kitchen can lose the very thing it's meant to be: the warm, bustling heart of the home.
All-white kitchens often feel flat because everything is the same tone and finish. There's no depth, no contrast, and nowhere for your eye to land.
Design-wise, this can actually make a kitchen feel smaller and colder. Without variation in texture, color, or hardware, the space risks feeling more like a showroom or a spec house than a lived-in, well-loved home.
Indeed's chief marketing officer James Whitemore, speaking at the company's 2025 Future Works event
Indeed
Indeed's chief marketing officer says AI tools can help job seekers and employers.
Both sides of hiring need to adapt their approaches to make the most of AI-assisted recruitment.
Indeed's marketing team uses AI for better targeting, and Whitemore is hiring a head of transformation.
Job openings were down in 2025, yet employers still struggled to find the right skills match for their open positions, according to Indeed's 2026 US Jobs and Hiring Trends Report.
That paradox is a focus for James Whitemore, who joined Indeed as chief marketing officer in June 2025, the same month former CEO Hisayuki "Deko" Idekoba returned to lead the company once again.
Whitemore told Business Insider that both companies and candidates have to reorient how they share information, add more details and nuance to postings and profiles, and move towards natural language to optimize for AI.
These shifts are central to two new AI tools the company rolled out for job seekers and employers in September, called Career Scout and Talent Scout, and an API integration for employers, called Indeed Connect, which is launching in January 2026.
Whitemore also shared how Indeed's marketing team is using AI to maximize its first-party data, and uncanny experiences with synthetic audience testing.
The following interview is edited for length and clarity.
Business Insider: What do employers need to know about hiring using AI tools?
James Whitemore: We're trying to shift the whole conversation from job search to one that is more proactive, where a potential employer is sourcing and screening for the right candidates, rather than the candidates having to go find the job.
So first, when you are looking for candidates, how do companies build their profiles? A lot of large-scale employers have really complex search strings that they use to source candidates.
With our new tools, you're not using search strings anymore. You are using real-language descriptions of skills, personality traits, and educational backgrounds. Teaching employers how to use the tools and how to form searches, describe candidates, and the type of people that they want, is key.
Then to make the AI tools work effectively, there is much more ongoing communication about thecandidate, so much more disposition sharing about who moved through the interview process and why some people were screened out versus other people who moved forward. That way you can constantly teach the platforms what worked for them.
So bringing all this together can be automated?
Yes, we call it Indeed Connect, which is basically anAPI-to-API integration between the Indeed platforms and the company's HR tech stack. The benefit that brings employers is that they can use those screening and sourcing tools across multiple sources of candidates.
Most large-scale employers will have their own databases of candidates, and they're looking at other third parties, but you can use a consistent set of sourcing tools across all of those candidates, not just the ones that are coming in from Indeed.
Job seekers are frustrated with the hiring process. What do they need to know in order to stand out in AI-enabled search?
You want yourself to be as searchable as possible when employers are using advanced sourcing and screening tools.
The key thing is to make sure that you have a full and complete profile, and that the profile goes beyond your resume. A resume is a historical look back at what you have done in the past. What most employers are really interested in is what you are capable of doing in the future.
When I think about our own team, we're looking for somebody who understands marketing, but also general-purpose people who understand a business process, who can be used effectively across multiple tasks.
Resumes typically don't bring out soft skills. Completing your profiles and talking about what makes you tick and what excites you in "about me" sections is important, so that as those profiles get screened, you are much more likely to show up as somebody who is an adaptable, curious type of person.
What are other best practices for job seekers today?
To be successful, you need to be very focused on the type of jobs you want. Mass-applying to jobs that aren't a good fit for you is not going to get you anywhere other than frustrated.
Also, it's OK to be constantly looking. The concept of "come look for a job when you need a job" is not the right way to be thinking about it. You should be passively open to understanding what jobs are open to you on an ongoing basis, rather than just coming to look for a job when you need a change for some reason.
That's the concept Indeed is moving to, from a place where you come to look for a job to a place where you expose your skills, your capabilities, your ambitions to potential employers, and those employers can find you when they need someone with your skills.
How is Indeed's marketing team using artificial intelligence?
Marketing is one of the disciplines that has the opportunity to be most transformed by the use of AI tools. A big element is understanding and segmenting audiences in ways that we've never been able to do before.
At Indeed, we have rich first-party audience data. We know who people are, what their job histories are, education, salaries, and much more data than a lot of CMOs have to work with.
Being able to take that data and compare it to third-party databases — that technology is rapidly evolving. Then it's being able to take those audience segments and run them against mass-scale media databases, so that you understand exactly where those people are consuming content across digital, print, radio, and TV.
The ability to test messages against a synthetic audience is also fascinating. We're running synthetic marketing tests versus traditional tests, and the synthetic tests are just as accurate. Then you can take that data and feed it into the content engines, so that you are producing personalized content for audiences at scale.
It's amazing to see how it's constantly evolving, so quickly. Part of the message to the team is that marketing has got to be at the leading edge of AI. We do a lot of work with our vendors, bringing them to demo their platforms and talk about their roadmaps.
How do you manage the variety of marketing AI systems and vendors?
I'm interviewing right now for a senior director of marketing transformation who will lead that group. It is so important to have somebody who is really on point to lead the discussions.
We purposely didn't call it "head of AI" because it's really looking at the processes, the workflows, the way that we work with others around the organization, as well as all the tools and technology, which is so important to get right.
Netflix co-CEO Ted Sarandos at the "Black Rabbit" event.
Dia Dipasupil/WireImage
The Netflix-Warner Bros. tie-up is moving forward, despite a hostile bid from Paramount Skydance.
WBD's board reiterated its recommendation of Netflix's offer.
Netflix's co-CEOs celebrated the decision and laid out their case to WBD shareholders.
Netflix and Warner Bros. are moving toward a marriage, even as Paramount Skydance plans to crash the wedding.
Warner Bros. Discovery rejected Paramount again on Wednesday after the David Ellison-led company made a hostile offer for $30 per share for all of WBD last week. Instead, WBD's board recommended shareholders stick with its Netflix deal to sell assets, including its studio, HBO, and HBO Max, for $27.75 per share. In the Netflix deal, WBD's cable networks, like CNN, would be separated from the studio and HBO Max.
Paramount's offer to WBD's board of directors was "inadequate, with significant risks and costs imposed on our shareholders," WBD board chair Samuel Di Piazza said in a statement to shareholders on Wednesday morning, citing issues with Paramount's financing.
WBD publicly reiterated its decision after Paramount's hostile play for the company and said shareholders should go with Netflix. If WBD shareholders prefer Paramount's offer for the whole company, they could disregard the board's recommendation. Shareholders have until January 8 to choose Paramount's offer, though that deadline could be moved. WBD would have to pay Netflix a $2.8 billion fee if the deal were to fall apart.
Netflix co-CEOs Ted Sarandos and Greg Peters praised the decision by WBD's board in statements on Wednesday and wrote their own letter to WBD shareholders.
"The Warner Bros. Discovery Board reinforced that Netflix's merger agreement is superior and that our acquisition is in the best interest of stockholders," Sarandos said.
Sarandos added that the Netflix-Warner Bros. deal is "the best outcome for consumers, creators, stockholders, and the broader entertainment industry." He also reiterated Netflix's pledge to put Warner Bros. movies in theaters with a traditional theatrical window.
Peters added that Netflix and Warner Bros. would "offer audiences and creators around the world even more choice, value and opportunity" in a deal that he described as "pro-consumer, pro-innovation, pro-creator, and pro-growth."
In a letter to WBD shareholders, the co-CEOs said they were confident about regulatory approval and that they anticipated the transaction closing in 12 to 18 months. Netflix said it has submitted necessary filings and "is engaging with competition authorities," including the DOJ and EU Commission.
Read the full letter from Netflix's co-CEOs to WBD shareholders here:
Dear Warner Bros. Discovery Stockholders,
Today the Warner Bros. Discovery ("WBD") Board sent a clear message to you, their stockholders. The WBD Board urges you to reject Paramount Skydance's ("PSKY") unsolicited, inferior and illusory tender offer.
After a robust and highly competitive strategic review process, the WBD Board had already recommended the transaction with Netflix. Today they have reaffirmed that this transaction is the best and most certain path forward for WBD and its stockholders and therefore recommend you vote to approve the Netflix Merger when the WBD stockholder meeting is convened.
We want to reiterate why we believe the agreed-upon transaction with Netflix is the right deal, with the right partner, at the right time — and to set the record straight on some key points. Here's why our transaction is superior on multiple fronts:
Superior financing certaintyandclear funding structure: Our deal structure is clean and certain, with committed debt financing from leading institutions. There are no contingencies, no foreign sovereign wealth funds, and no stock collateral or personal loans. We are a scaled company with a +$400 billion market cap and a strong investment grade balance sheet. As WBD said, the PSKY offer has "numerous risks and uncertainties" associated with it, among which are PSKY's financial condition and creditworthiness.
Confidence in regulatory approvals: We plan to close the transaction in 12-18 months, after completing customary regulatory approvals. Netflix has submitted its HSR filing and is engaging with competition authorities, including the DOJ and EU Commission. Our financing structure is not subject to review by the Committee on Foreign Investment in the United States (CFIUS). Our $5.8 billion reverse termination fee, which is the largest cash regulatory termination fee in a public M&A transaction, shows our confidence in our ability to obtain required regulatory approvals.
Less risk and greater flexibility for WBD stockholders: Our offer provides flexibility for WBD to run its business between now and close, as well as facilitate the separation of Discovery Global quickly, as previously determined by the WBD board to be the right strategic direction that ensures continued stockholder value creation. In contrast, PSKY's offer puts substantial limitations on WBD's operations between sign and close and requires WBD to abandon its planned separation of Discovery Global. As a result, if PSKY's offer ultimately fails to close, WBD's stockholders will have lost the opportunity to reposition the company and realize substantial benefits of the separation for a prolonged period.
Fully negotiated agreement designed for execution: This agreement is the result of thoughtful, collaborative work between our two companies. Together, we will work cooperatively to ensure a smooth and stable transition for our creators, employees, partners, and stockholders. Because of this preparation and our shared commitment to excellence, we're moving forward with clarity, accountability, and real momentum.
More Value for Stockholders
Our transaction is superior, with a total equity value per share for WBD stockholders of $27.75 (comprised of $23.25 per share in cash and $4.50 per share in Netflix stock with a collar mechanism to protect stockholders as we move toward closing), plus the additional value of the shares of Discovery Global that WBD stockholders will receive pursuant to the separation of Discovery Global. As WBD addressed in its Schedule 14D-9, "the separation [of Discovery Global] will create additional value for WBD stockholders. The Separation will afford Discovery Global enhanced strategic, operating and financial flexibility, including to pursue accretive investments and M&A opportunities or realize a future control premium for stockholders."
Clear, Timely Path to Close
We are highly confident that regulators will see this deal for what it is: pro-consumer, pro-innovation, pro-worker, pro-creator, pro-growth, and pro-competition.
The global entertainment market is highly competitive and dynamic. Consumers have more ways than ever to spend their time, whether it's with streaming services, linear TV, cable, gaming, social media, user-generated content, or all the big tech video platforms. And creators have more choices than ever for how to bring their vision to life.
You don't have to take our word for it:
In the U.S.,¹ Netflix is in sixth place in TV view share, trailing Google/YouTube, Disney, Comcast NBCU, Fox, and Paramount.
YouTube and Disney lead by a wide margin – 12.9% and 11.4% respectively – while Netflix sits at 8.0%.
Pro forma, a combined Netflix-HBO/HBO Max would be 9.2% share (only up from 8%), still below both YouTube and Disney.
If PSKY acquired WBD, its share would increase to 14%.
In major markets outside of the U.S., Netflix's TV view share is also less than 10%.
25+ Year Track Record of Stockholder Value Creation, Operational Excellence, and Trusted Creative Partnerships
Netflix has a demonstrated track record of disciplined investment, creative collaboration, and responsible ownership of a global entertainment company. We believe enduring value in this industry is built through sustained commitment to storytelling, talent, and brand integrity, and this transaction reflects those principles. We built Netflix through continuous improvement, innovation, consumer focus, and bold ambition – whether it was going from DVDs to streaming; licensing to originals; or Hollywood programming to hits from all around the world. Over the years, our deeply experienced management team has proven that they can successfully navigate an ever-changing, highly dynamic entertainment marketplace to create incredible value for consumers and the creative industry. And we've created over $400 billion in stockholder value.
We're fans first. We love film and television, and the creative talent that fuel this industry, which is why we've built a reputation for encouraging creative freedom. With Warner Bros., our track record of launching careers and supporting the creative community will continue.
More Value for Consumers Worldwide
Together, Netflix and Warner Bros. have some of the greatest shows and movies in the world, from The Big Bang Theory and The Sopranos to Game of Thrones, The Wizard of Oz, the DC Universe, Wednesday, Squid Game, Bridgerton, Adolescence and KPop Demon Hunters.
At Netflix, we can help Warner Bros.' iconic franchises generate even more value by connecting them to audiences in over 190 countries. And it's not just about reach: with approximately 75% of HBO Max subscribers also being Netflix members, the significant overlap creates an opportunity to offer consumers more tailored, better optimized subscription plans depending on their specific preferences.
More Opportunity for the Entertainment Industry
Unlike any other potential combination, Netflix and Warner Bros. truly complement each other.
Warner Bros. has three core businesses that Netflix doesn't: a successful theatrical film division, a world-class television studio that is a leading supplier to the industry, and HBO — the gold standard in prestige television. By combining them with Netflix's innovation, IP, global reach, and best-in-class streaming service, we'll be able to offer more opportunities to creators and strengthen the entire entertainment industry.
With Netflix, there is minimal overlap with the existing Warner Bros. business. In fact, it's almost entirely incremental and additive. With Warner Bros.' studio capabilities, we'll be able to ramp up our investment in original programming and production in the U.S. This will mean more and steadier work for crews, post-production teams, creative professionals, and on-screen talent. With wider global distribution, both established and emerging storytellers will have a bigger stage on which to showcase their films and series. And we'll continue to produce shows for third parties and be a leading supplier to the industry.
There's been a lot of talk about theatrical distribution, so we want to set the record straight: we are 100% committed to releasing Warner Bros. films in theaters with industry-standard windows. While this hasn't been part of our business model until now, we are looking forward to bringing this expertise from Warner Bros. to Netflix.
Netflix is the Right Home for Warner Bros.
For all these reasons, we believe Netflix is the right home for Warner Bros. and the legacy it has built over the last century.
As we move forward, we are committed to working closely with WBD, regulators, and all stakeholders to ensure a smooth and successful transaction. Our focus will remain on execution, delivering exceptional storytelling, investing in creative talent, and strengthening a vibrant, competitive global entertainment industry.
We are dedicated to preserving Warner Bros.' incredible library, keeping movies on the big screen, and introducing their iconic films and series to even more audiences around the world. Together, we have the opportunity to inspire and entertain the world like never before. We look forward to partnering with David Zaslav and his team to make this vision a reality.
The air traffic control tower is seen at Newark Liberty International Airport.
KENA BETANCUR/AFP via Getty Images
The FAA will spend $6 billion to upgrade US air traffic control infrastructure by 2028.
Recent outages and shutdowns exposed the fragility of the aging air traffic control system.
Congress approved $12.5 billion, but the FAA may need another $19 billion.
Billions of dollars are about to be spent on upgrading the country's air traffic control system, according to the boss of the Federal Aviation Administration.
The FAA is committing $6 billion on ATC telecom and radar infrastructure, Administrator Bryan Bedford told a House subcommittee on Tuesday.
The new infrastructure is set to be deployed by the end of 2028, down from a previously planned timescale of 15 years, Bedford said.
It comes after incidents this year have highlighted the fragility and age of the current system.
However, while Congress has so far approved $12.5 billion to upgrade the air traffic control system, Transportation Secretary Sean Duffy has said it will cost $31.5 billion overall.
Passengers around the country have faced disruption this year due to the aging ATC system.
In April and May, several communications outages occurred at a control center that guides planes in and out of Newark Liberty International Airport.
Radar displays briefly went offline, so the FAA had to slow arrival and departure rates. The airport has also been dealing with runway construction.
At one point, Newark was limited to an hourly rate of 34 departures and arrivals, less than half the number it typically handled.
The government shutdown in the fall further exposed the fragility of the ATC system.
Controllers were among the federal workers who were told they had to keep working without a paycheck. As the shutdown dragged on, fewer and fewer controllers turned up for work.
In California, Hollywood Burbank Airport's control tower was left unstaffed for about six hours one day.
Eventually, the FAA had to mandate flight cuts at 40 of the country's busiest airports due to staffing shortages.
There's a boom in optimized hot cocoa designed to boost heart health and help with sleep.
While they are not harmful, they're pricey and probably not doing much.
Sticking to the basics — working out and having the occasional Swiss Miss cup — has health benefits.
There's no shortage of ways to boost your longevity — even during peak holiday season.
Over the past month, I've heard more and more whispers of optimized hot cocoa. Online, influencers swear by nighttime hot cocoa from MoonBrew and Beam, containing magnesium, l-theonine, and reishi to promote deeper sleep. Brands like CocoaVia and Black Forest sell cocoa flavanol powder, a cocoa compound said to boost heart health. Just Ingredients' hot chocolate, meanwhile, boasts being sugar-free and includes collagen, ashwaganda, and lion's mane for "added benefits." Ballerina Farm recently launched a "bone broth hot cocoa" with protein, collagen, and amino acids — purportedly to help with everything from gut to joint health.
Part of the appeal is the process of stirring a cozy drink instead of popping another multivitamin. "You're creating an experience out of your supplement," Jordan Glenn, the head of science at SuppCo, a supplement tracking company, told Business Insider.
While drinking a multi-supplement concoction can feel like a fun solution to capsule fatigue, he said it doesn't necessarily make the most sense, from a health standpoint. Supplement-infused hot cocoa can be pricey — some breaking down to about $2 a cup — with lower-than-recommended doses of the supplements in question.
I'll go even further and say: let holiday treats be holiday treats.
Yes, it's always good to cut down on sugar, and yes, the average Swiss Miss hot chocolate contains a few emulsifiers I'd rather not think about. But in the grand scheme of your health, concrete research shows it's better to have the occasional sugar-bomb hot cocoa (mini marshmallows and all) than knock back a cup of the "healthy" stuff every night.
Dark chocolate is a health food again
Because cacao beans have high levels of heart-healthy antioxidants and flavanols, dark chocolate (the kind with the least sugar) was promoted as a health food for years.
Many headlines missed the nuances — primarily that relying on chocolate for nutrients isn't a good idea. "I don't think anybody is going to eat enough chocolate to bring their cholesterol and blood pressure down without doing a lot of other damage to blood sugar, weight, and things like that," Lauren Gilstrap, MD, a cardiologist at Dartmouth-Hitchcock Health Center, previously told Business Insider.
Furthermore, she said that the healthiest dark chocolate contains an 80% or more concentration of cacao — more of a bitter brick than a Godiva truffle.
If one is determined to chug goblets of 90% pure cacao for the sake of lowering their biological age, they're free to try. But there are other downsides to painstakingly fixating on longevity.
It's a problem Dr. Steven Austad, the scientific director of a nonprofit researching healthy aging, has increasingly noticed in his field. "If you spend all your time thinking about how long you're going to live, you kind of forget to live," he previously told Business Insider.
Big promises in a bigger cup
Overall, Glenn said that most of the aforementioned hot chocolate powders are fine to take at the recommended doses because, again, they already contain low levels of each supplement.
He said that out of all the hot chocolates, Ballerina Farm's appeared to be the only one with added sugar — something to consider for those trying to cut back.
The only cocoa Glenn advised thinking about was the powder from Beam, which contains melatonin and is marketed as a nightly supplement.
"Psychologically, people can be like, 'well, if I don't have this, I can't sleep well,'" he said. "I don't recommend people take melatonin every day, I don't think that's a good idea."Beam did not respond to Business Insider's request for comment.
He said the biggest question to ask yourself is what problem you're trying to fix, and how the supplement will help. Otherwise, you fall into the trap of over-optimizing — or just wasting money.
"There's this longevity boom right now," he said. "'If you're not doing infrared and sauna and cold baths and have a 15-supplement stack, you're probably going to die tomorrow.' We kind of lose the plot."
For best results, keep it simple
The great news is you don't need to drink optimized hot cocoa for better health (unless you genuinely love the flavor).
Plenty of centenarians drink alcohol and eat sweets, both in moderation. The more meaningful secrets to a long life are less about scrutinizing your hot chocolate ingredients and more about the basics: exercising regularly, eating as many whole foods as you can, getting enough sleep, and spending time with loved ones.
Glenn echoed the same, noting that supplements can only provide "micro benefits" to an already healthy lifestyle.
"If you're trying to use this hot cocoa supplement because you're staying up till 3:00 AM streaming Netflix and you feel sleepy, that's not how it works," he said.
So have that powdered hot chocolate that brings you back to your childhood snow days, before you had an airtight morning routine. Better yet: clink that mug with a friend.
Costco had great deals on big-ticket gifts, like Dyson hair dryers and Vitamix blenders.
I found great deals on stocking stuffers, like Touchland hand sanitizers and eos lip balms.
I've long been a fan of Costco and its mega-sized product offerings, especially when it comes to items my family uses a lot.
I often hit the warehouse store for essentials, like milk and coffee, and have even trusted Costco to handle my Thanksgiving dinner in years past.
However, I haven't used my membership to shop for my holiday gifting and entertaining needs until this year.
Recently, I headed to my local Costco in search of seasonal deals and any items that would come in handy for all the holiday entertaining my family does — and I was pleasantly surprised.
Here are 12 of the best offerings I discovered while shopping at Costco this holiday season.
I was tempted by the Dyson V9 Submarine stick vacuum for over $200 off.
Terri Peters
Whether you're picking up this Dyson stick vac to help yourself get the house clean after all those holiday gatherings, or you're gifting it to someone else, $230 off is a pretty impressive deal.
This wet/dry vacuum is typically priced over $500, but Costco members can grab it for just $330 through the end of December.
As someone with lots of pets and a family of four to clean up after, this is an item I'd gladly pick up for myself or add to my Christmas wish list.
Premade cinnamon rolls are perfect for Christmas morning.
Terri Peters
The holidays are all about time spent together, but sometimes it's nice to get a break from all the cooking (and clean-up) that comes along with this time of year.
My 17-year-old son and 15-year-old daughter love eating cinnamon rolls after we open gifts on Christmas morning, but I love the idea of making my morning easier with premade options.
This pan of Kirkland Signature heat-and-serve cinnamon rolls is just $13. The time I'll save on Christmas morning alone makes them worth the price, which works out to about $2 per roll.
A Vitamix on sale for $100 off caught my eye.
Terri Peters
My husband enjoys cooking just as much as I do, and we love using our Vitamix for everything from making soups to creating fun homemade ice creams.
A Vitamix would make a perfect gift for any foodie on your holiday shopping list, and the $100 discount is an even greater reason to pick one up at Costco.
These savings are also a good excuse to pick one up for yourself, too.
I snagged the cutest charcuterie displays for less than $20.
Terri Peters
A big fan of holiday charcuterie boards throughout the season, I squealed when I found this cute two-pack kit containing kits to make a chalet and tree out of meats, cheeses, olives, and other bites.
For $20, it's a great item to pick up and store in the fridge for impromptu holiday gatherings or as a fun way to impress dinner guests.
My teen daughter will love this soft $15 robe.
Terri Peters
I grabbed a $15 robe for my teenage daughter, as she had been asking for something cozy to wear while getting ready for quite a while.
Available in pink and white, these fluffy Room Service robes are usually $19 at Costco, but were $4 off during my trip.
Other Room Service robes cost twice as much online, so this felt like a great Costco-exclusive deal to me.
I'm taking advantage of the sale on massive chicken pot pies.
Terri Peters
I have fond memories of a neighbor who brought me Costco chicken pot pies to help simplify dinnertime both times I had a baby.
Since then, they've become something I take to friends who are sick, grieving, or need a little pick-me-up. The ready-to-bake pies are packed with chicken, can serve a large group, and are so easy to pop in the oven.
They're great for keeping on hand to feed unexpected guests, or to take to holiday potlucks.
Now is a great time to stock up on them, as they're $4 off.
The AMC gift packs are perfect for just about anyone on my list.
Terri Peters
My teens see a lot of movies with their friends, so this AMC Theatres gift pack caught my eye right away.
For about $40, you can gift the film enthusiast in your life two movie tickets and a $20 digital AMC gift card (perfect for using on snacks).
During my shopping trip, the set was $5 off, bringing the total to just $35. This deal is perfect as a gift or stocking stuffer.
I also spotted huge savings on the hair dryer that so many teen girls want.
Terri Peters
A few years ago, my teen daughter started asking for her own Dyson hair dryer.
I love mine, but I was hesitant to buy another for my kid, given the high price tag. However, the nearly $500 hair dryer is $130 off at Costco, making it just $360.
This is one of the best prices I've seen. If there's ever been a time to buy a Dyson for your hair-care-obsessed teen, this may be it.
These giant candles can be a wonderful gift.
Terri Peters
I buy Sand + Fog candles often because they tend to smell amazing and last a long time.
The brand's 57-ounce candles are originally $40, but are $6 off at Costco right now. The giant size means they're bound to last the recipient of your gift well into the new year.
When I saw this deal on one of my favorite candle brands, I immediately started thinking of who they'd make great gifts for, from teachers to hairdressers.
I'll likely be stuffing stockings with these lip balms.
Terri Peters
I'm always looking for stocking-stuffer ideas for my husband and teens, and these eos lip balms are exactly the type of thing I like to gift.
After all, everyone could use a balm for chapped lips, especially throughout the cooler winter months.
Right now, this pack of nine eos lip balms is on sale for $17 at Costco, meaning each costs less than $2.
Costco's fresh flowers are often in my cart.
Terri Peters
These $20 bouquets of two-dozen roses are my go-to hostess gift, birthday present, and treat for myself.
Available in tons of colors, these Costco florals typically last for a long time and are an easy-but-elegant gift to grab for people on your list who may be hard to shop for.
They're also perfect for displaying in your own home during the holiday entertaining season, so pick up an extra bouquet for yourself while you're loading up your cart.
My teens' favorite hand sanitizer was also a great price at Costco.
Terri Peters
My teens complain about many hand-sanitizer brands, saying they smell bad or dry out their hands too much.
Thankfully, they both like Touchland hand sanitizer sprays, so I keep them in my car and purse to use when we're on the go.
While at Costco, I grabbed a four-pack of Touchland sprays for $30 to put into my family's stockings. This felt like a steal because Touchland normally charges $12 per sanitizer.
Overall, I was pretty pleased with my attempt to shop for the holidays at Costco.
Terri Peters
I'd recommend stopping at Costco during the holiday season if you're looking for savings on electronics or ideas for affordable stocking stuffers.
In addition to scoring big discounts on the bigger-ticket items my teens and husband have asked for, I grabbed several other gifts at Costco.
The wholesale retailer is also a great spot for those entertaining guests this holiday season, whether they need premade cinnamon rolls or creative charcuterie displays.
I'm a huge fan of lessening my own workload during the holidays so I can spend more time with my family, and Costco seemed to be the perfect place to do just that.
My husband and I used to rely on my mom for childcare.
Then, just last month,
Just a few months ago, I wrote about how lucky I felt. My husband is a firefighter with long shifts (and overtime), and I'm a morning radio personality who wakes up hours before the sun rises. Though our work schedules can be difficult, we have a village that includes both my mother and my in-laws, and not only are they close by, but they're also dependable.
That is, until everything changed one night.
My mom's cancer diagnosis changed everything
About a month ago, my mother was diagnosed with stage 4 colon cancer during a visit to the emergency room. In one night, my whole world turned upside down. I went from being a thriving, working mother with a strong support system to becoming part of the sandwich generation, where I'm balancing my career, motherhood, and caregiving all at once.
There's a special kind of heartache that comes with this transition. I've gone from coordinating zoo outings and babysitting details to learning about chemo protocol and how to interpret lab results. The mental load didn't just double — it's rewired my brain.
I still wake up early in the morning to do morning radio, and I'm growing a business that requires both consistency and visibility. Now, however, my days look a little different. Oncology appointments, extra chores, and pharmacy runs are all part of my day, too — all while trying not to show any more fear than I need to.
And even through all of this, I still have a toddler to raise. When the sun starts to set, I'm reminded that I still have to handle bathtime and pretend I'm not exhausted, so my daughter doesn't even notice for a second that something is off.
I learned what happens when your support system needs support
This experience has taught me just how delicate our support systems really are, and how things can truly change in an instant. We talk about "having help" and "having a village," and oftentimes, that system is built on the health and stamina of a few key players, who will assume will always be there. And when things get rough, and those you depend on now need help themselves, the entire structure has to be rebuilt.
There is a lot of guilt and grief in rebuilding. Guilt that I can't show up with the energy I once had, the same way I used to. For my daughter, my career, my family, and my business. Grieving a life and future I once envisioned for myself at this stage, where my present mother would be the most involved and loving grandmother there ever was.
I also find myself feeling guilt that my daughter doesn't get as much time with her babcia, who once helped raise her. And there's guilt, too, for even admitting how much easier life was before, even though I know grief and gratitude can coexist.
I was not prepared to watch the person who once raised me become the incredible grandparent she was meant to be, and then suddenly need extra support and help with all types of tasks. It's absolutely reshaped how I think of the phrase "having it all," too. As someone who felt like I was thriving in motherhood, my career, my personal life, and my business, I quickly discovered this was all attainable because someone else made it possible.
Despite the changes that have occurred in just one month, I will say that I still believe in villages. I still believe in asking for help and for support wherever you can. But now, I understand how quickly all that can change, or go away. I realize just how important it is to acknowledge both the privilege of having a support system, and what it's like when your village needs you just as much in return.
I'm also choosing resilience on purpose — not by doing more, but by doing less. I'm proudly narrowing down my world to be a caregiver for my mom and my daughter and letting nearly everything else take a backseat right now. This is the sandwich generation: holding your parent in one hand, and your child in the other, and being resilient while loving in both directions at once.
Warner Bros. Discovery CEO David Zaslav didn't choose the offer from Paramount Skydance and CEO David Ellison.
Leon Bennett/GA/The Hollywood Reporter via Getty Images; Shannon Finney/WireImage
Warner Bros. Discovery's board says shareholders should reject Paramount Skydance's bid.
Paramount CEO David Ellison said last week that WBD's leadership likely couldn't accept his offer.
Read the WBD board's full letter to shareholders favoring Netflix.
Warner Bros. Discovery still isn't interested in Paramount Skydance's offer.
Paramount's latest bid "is inadequate, with significant risks and costs imposed on our shareholders" compared to Netflix's bid, which "represents superior, more certain value for our shareholders," said Samuel Di Piazza, the chair of WBD's board of directors, in a statement to shareholders on Wednesday morning.
In a letter to shareholders, WBD's board recommended that shareholders reject Paramount's all-cash bid of $30 per share in favor of Netflix's cash-and-stock offer. Paramount wants to buy all of WBD, including its cable channels, while Netflix's bid of $27.75 per share is for WBD's studio, HBO, and HBO Max. A key difference between the two bids revolves around the value of WBD's TV networks, such as CNN, which Netflix isn't interested in buying.
Di Piazza said that Paramount's seventh proposal "once again fails to address key concerns that we have consistently communicated," including about Paramount's financing.
While Paramount has said its bid is fully backstopped by Larry Ellison — one of the richest people in the world and father to Paramount CEO David Ellison — the WBD board said in a letter to shareholders that it relies "on an unknown and opaque revocable trust."
Meanwhile, Netflix is paying with cash and stock. Its shares have fallen recently but surged more than 600% from mid-2022 to mid-2025. Netflix has a market cap of over $400 billion.
And while Paramount has said that it would have an easier time securing regulatory approval than Netflix, the WBD board says it "does not believe there is a material difference in regulatory risk" between the two proposals.
David Ellison was overheard saying last week that if WBD's leadership were to "accept the offer exactly as it is today, right, then they're admitting breach of fiduciary duty," Business Insider previously reported.
That's because Paramount said its $30-per-share hostile bid was nearly identical to its previous offer to WBD. Public companies are obligated to act in the best interests of shareholders. So if WBD's board had changed its mind, it could have opened itself up to shareholder lawsuits.
WBD had said in a statement after Paramount's hostile bid that it would "carefully review and consider Paramount Skydance's offer" in a way that was "consistent with its fiduciary duties and in consultation with its independent financial and legal advisors."
Now that WBD's board has given Paramount the cold shoulder again, it's Ellison's move.
The aspiring media mogul told CEO David Zaslav that Paramount's latest offer wasn't its "best and final," which suggests that a higher bid could be coming. Just how much appetite Paramount has to escalate the bidding war is the key question.
Read the full letter to shareholders here:
Dear Fellow Shareholders,
As your Board of Directors, we are committed to acting in your best interest. In this spirit, in October, we launched a public review of strategic alternatives to maximize shareholder value. This followed three separate proposals from Paramount Skydance ("PSKY"), as well as interest from multiple other parties.
That thorough process, overseen by the Board with the assistance of independent financial and legal advisors, as well as our management team, led to the company entering into a merger agreement with Netflix on December 4, with the substantial benefits to WBD shareholders described below. Having failed to submit the best proposal for you, our shareholders, PSKY launched an offer nearly identical to its most recently rejected proposal.
As a Board, we have now conducted another review and determined that PSKY's tender offer remains inferior to the Netflix merger. The Board continues to unanimously recommend the Netflix merger, and that you reject the PSKY offer and not tender your shares.
Below, and in more detail in our 14D-9 filing, we highlight the many reasons for the Board's determination. None of these reasons will be a surprise to PSKY given our clear, and oft-repeated, feedback on their six prior proposals.
The terms of the Netflix merger are superior. The PSKY offer provides inadequate value and imposes numerous, significant risks and costs on WBD.
The value we have secured for shareholders through the Netflix merger is extraordinary by any measure.
Our agreement with Netflix gives WBD shareholders $23.25 in cash, plus $4.50 in shares of Netflix common stock (based on a collar range of $97.91 – $119.67 in the Netflix stock price at the Ume of closing), plus the additional value of the shares of Discovery Global and the opportunity to participate in future potential upside following Discovery Global's separation from WBD. The entire Board is confident in our recommendation that Netflix represents the best value-creating path for shareholders.
PSKY has consistently misled WBD shareholders that its proposed transaction has a "full backstop" from the Ellison family. It does not, and never has.
PSKY's most recent proposal includes a $40.65 billion equity commitment, for which there is no Ellison family commitment of any kind. Instead, they propose that you rely on an unknown and opaque revocable trust for the certainty of this crucial deal funding. Despite having been told repeatedly by WBD how important a full and unconditional financing commitment from the Ellison family was — and despite their own ample resources, as well as multiple assurances by PSKY during our strategic review process that such a commitment was forthcoming — the Ellison family has chosen not to backstop the PSKY offer.
And a revocable trust is no replacement for a secured commitment by a controlling stockholder. The assets and liabilities of the trust are not publicly disclosed and are subject to change. As the name indicates, revocable trusts typically have provisions allowing for assets to be moved at any time. And the documents provided by PSKY for this conditional commitment contain gaps, loopholes and limitations that put you, our shareholders, and our company at risk.
Amplifying the concerns about the credibility of the equity commitment being offered by PSKY, the revocable trust and PSKY have agreed that the trust's liability for damages, even in the case of a willful breach, would be capped at 7% of its commitment ($2.8 billion on a $108.4 billion transaction). Of course, the damage to WBD and its stockholders were the trust or PSKY to breach their obligations to close a transaction would likely be many multiples of this amount.
WBD's merger agreement with Netflix is a binding agreement with enforceable commitments, with no need for any equity financing and robust debt commitments. The Netflix merger is fully backed by a public company with a market cap in excess of $400 billion with an investment grade balance sheet. The debt financing for the PSKY bid relies on an unsecure revocable trust commitment as well as the credit worthiness of a $15 billion market cap company with a credit rating at or only a notch above "junk" status from the two leading rating agencies. The financial condition and creditworthiness of PSKY, which, if its proposed transaction were to close, would have a high gross leverage ratio of 6.8x 2026E debt to EBITDA with virtually no current free cash flow generation before synergies, raise substantial risks for its acquisition of WBD. Such debt levels reflect a risky capital structure that is vulnerable to even potentially small changes in the PSKY or WBD business between signing and closing.
Additionally, PSKY contemplates $9 billion in synergies from the mergers of Paramount/Skydance and their offer for WBD. These targets are both ambitious from an operational perspective and would make Hollywood weaker, not stronger.
The Board's review was full, transparent and comprehensive — establishing a level playing field that fostered a rigorous and fair process.
The Board repeatedly engaged with all parties, including extensive engagement with PSKY and its advisors over the course of nearly three months. We held dozens of calls and meetings with its principals and advisors including four in-person meetings and meals between David Zaslav and David and/or Larry Ellison and provided multiple opportunities for PSKY to offer a proposal that was superior to those of the other bidders, which PSKY never did.
After each bid, we informed PSKY of the material deficiencies and offered potential solutions. Despite this feedback, PSKY has never submitted a proposal that is superior to the Netflix merger agreement.
Despite PSKY's media statements to the contrary, the Board does not believe there is a material difference in regulatory risk between the PSKY offer and the Netflix merger.
The Board carefully considered the federal, state, and international regulatory risks for both the Netflix merger and the PSKY offer with its regulatory advisors. The Board believes that each transaction is capable of obtaining the necessary U.S. and foreign regulatory approvals and that any difference between the respective regulatory risk levels is not material. The Board also notes that Netflix has agreed to a record-setting regulatory termination cash fee of $5.8 billion, significantly higher than PSKY's $5 billion break fee.
The PSKY offer is illusory.
The offer can be terminated or amended by PSKY at any time prior to its completion; it is not the same thing as a binding merger agreement. The first paragraph of the offer states it is "subject to the conditions set forth in this offer to purchase (as it may be amended or supplemented from time to time)" and continues on the next page, "we reserve the right to amend the Offer in any respect (including amending the Offer Price)". In addition, the offer is not capable of being completed by its current expiration date, due to the need for, among other things, global regulatory approvals, which PSKY indicates may take 12-18 months. Nothing in this structure offers WBD shareholders any deal certainty.
The PSKY offer provides an untenable degree of risk and potential downside for WBD shareholders.
There will be additional costs associated with PSKY's offer that could impact shareholders.
When considering the PSKY offer at this juncture, it is important to note that its acceptance could incur significant additional costs to shareholders — all of which PSKY has ignored in their communications. WBD would have to pay Netflix a $2.8 billion termination fee, which PSKY has not offered to reimburse. In addition, WBD would incur approximately $1.5 billion in financing costs if we do not complete our planned debt exchange as agreed to with certain of our debtholders, which would not be permitted by the PSKY offer. This additional $4.3 billion in potential costs represents approximately $1.66 per share to be borne by WBD shareholders if the offer does not close.
We look forward to moving ahead with our combination with Netflixlix and delivering the compelling and certain value it will create for shareholders. We urge you to carefully read the 14D-9 filed with the SEC this morning and available on our website, which more fully details the strategic review process and the Board's reasons for its recommendation to you.