Warner Bros Discovery rejects Paramount’s hostile takeover bid

Warner Bros Discovery’s board has rejected Paramount Skydance’s $108.4bn hostile takeover bid and accused the studio giant of misleading shareholders about its financing.

In a letter to shareholders on Wednesday, the Warner Bros board wrote that Paramount “consistently misled” Warner Bros shareholders that its $30-per-share cash offer was fully guaranteed, or “backstopped”, by the Ellison family, led by billionaire Oracle cofounder Larry Ellison, whose son David runs Paramount Skydance.

Recommended Stories

list of 4 itemsend of list

Paramount has been in a race with Netflix to win control of Warner Bros and its prized film and television studios, HBO Max streaming service and franchises like Harry Potter. After Warner Bros accepted the streaming giant’s offer, Paramount launched a hostile offer to outdo that bid.

“It does not, and never has”, the board wrote of the guarantee of Paramount’s offer, noting that the offer posed “numerous, significant risks”.

The board said it found Paramount’s offer “inferior” to Netflix’s $27.75 per share offer, which is a binding agreement that requires no equity financing and has robust debt commitments, the board wrote.

The board also said the offer could be terminated or amended at any time before the deal’s completion, which is not the same as a binding merger agreement.

Warner Bros has not yet set a date for a shareholder vote on the deal, but it is expected to happen sometime in spring or early summer, its chairman, Samuel Di Piazza, said in an interview with CNBC.

The Ellisons have cited their relationship with United States President Donald Trump as a reason why the deal would face an easier regulatory path.

“The Warner Bros Discovery Board reinforced that Netflix’s merger agreement is superior and that our acquisition is in the best interest of stockholders”, its co-CEO Ted Sarandos said in a statement.

Netflix is already talking with the US Department of Justice and the European Commission, its other co-CEO, Greg Peters, told CNBC while expressing confidence in how regulators would view the deal.

Netflix has told Warner Bros it would keep releasing the studio’s films in cinemas in a bid to ease fears that the deal would eliminate another studio and major source of theatrical films, according to people familiar with the matter.

Paramount’s case

Paramount last week took its case directly to Warner Bros shareholders, arguing it had arranged “air-tight financing” to support its bid with $41bn in new equity assured by the Ellison family and RedBird Capital and $54bn of debt commitments from the Bank of America, Citi and Apollo.

The board decision came a day after Affinity Partners, a fund backed by Trump’s son-in-law Jared Kushner and one of the funding sources of the Paramount offer, pulled out of the deal. The amount Affinity Partners was contributing to the offer was not disclosed in Paramount’s latest filings with the Securities and Exchange Commission.

“With two strong competitors vying to secure the future of this unique American asset, Affinity has decided no longer to pursue the opportunity”, the firm said in a statement.

“The dynamics of the investment have changed significantly since we initially became involved in October. We continue to believe there is a strong strategic rationale for Paramount’s offer”.

The Warner Bros board countered that Paramount’s latest offer included an equity commitment “for which there is no Ellison family commitment of any kind” but rather the backing of “an unknown and opaque” Lawrence J Ellison Revocable Trust, whose assets and liabilities are not publicly disclosed and are subject to change.

“Despite having been told repeatedly by WBD how important a full and unconditional financing commitment from the Ellison family was, … the Ellison family has chosen not to backstop the PSKY offer”, the Warner Bros board wrote.

“A revocable trust is no replacement for a secured commitment by a controlling shareholder”.

Paramount had submitted a total of six bids to acquire the entire Warner Bros studio, including its television networks, such as CNN and TNT Sports.

It has previously said the Ellison family trust – which Paramount says contains more than $250bn in assets, including about 1.16 billion shares of Oracle – is more than adequate to cover the equity commitment.

Warner Bros had raised questions about Paramount’s financial condition and creditworthiness. The offer relied on a seven-party, cross-conditional structure with the Ellison Revocable Trust providing 32 percent of the required equity commitment while capping its liability at $2.8bn, Warner Bros said. It noted that the trust’s assets could have been withdrawn at any time.

DRC says M23 vow to pull out of Uvira is a ‘distraction’

The DRC government has said the M23 armed group’s unfulfilled pledge to withdraw from the key town of Uvira is a “distraction”, as the group said its conditions for a pullout were yet to be met.

Patrick Muyaya, a spokesperson for the Democratic Republic of Congo’s government, said Wednesday that the group’s statement it would withdraw from the town in South Kivu province, in line with a request from US mediators, was a “non-event, a diversion, a distraction”.

Recommended Stories

list of 4 itemsend of list

“The son, M23, offers itself in sacrifice before the US mediator to protect the father, Rwanda”, Muyaya said, referring to Kigali’s support for the group.

“The intention is to distract the American mediation team, which is preparing to take measures against Rwanda”, Muyaya told Reuters.

Later on Wednesday, footage aired exclusively on Al Jazeera appeared to show dozens of fighters from the group and several vehicles on the move near the M23’s main base in Uvira.

Reporting from the town, Al Jazeera’s Alain Uaykani described the movement of the forces as a “withdrawal” and said the group was “voluntarily leaving”.

“These are the soldiers leaving the main headquarters, the main operational base of the town of Uvira. They are going now, leaving. We cannot say exactly where they are going, how many kilometres out from this town of Uvira”, he said.

It was not immediately clear if the group was withdrawing from the town.

The Rwanda-backed militia seized the strategic town last week, imperilling a tenuous US-brokered peace agreement between Kinshasa and Kigali signed amid fanfare just days earlier and raising fears of a widening conflict.

The seizure of the town led ​​US Secretary of State Marco Rubio to accuse Rwanda, which denies backing M23 rebels, of a “clear violation” of the deal, promising that Washington would “take action to ensure promises made to the president are kept”.

Earlier this week, the leader of the Alliance Fleuve Congo&nbsp, rebel coalition, which includes the M23 group, said their fighters would withdraw from the strategic town near the border with Burundi, in accordance with the request from US mediators.

Corneille Nangaa, leader of the coalition, described the withdrawal as a “unilateral trust-building measure in order to give the … peace process the maximum chance to succeed”.

But despite that pledge, M23 fighters remained visible in the town earlier on Wednesday, stationed near government offices and along major roads, saying there were conditions for any withdrawal.

M23 spokesperson Willy Ngoma had told Reuters that the group was “ready to leave, but our conditions have to be reviewed”.

The group said a neutral force must be deployed to maintain security in the town if the group were to pull out, to avoid a repeat of previous withdrawals that it says have led to renewed violence.

Jean Jacques Purusi, governor of South Kivu province where Uvira is located, told Reuters that the M23 fighters “do not want to leave”.

Markets reopen

Al Jazeera’s Uaykani reported earlier on Wednesday that a fragile sense of normality was returning to the town after days of fighting.

Markets were reopening, and traffic was returning to the streets, he said – although daily life remained overshadowed by the ongoing political instability.

Resident Feza Mariam said the priority for locals was an end to the fighting.

“We don’t know anything about the political process that they’re talking about”, she said.

“The only thing we need is peace. Anyone who is able to provide us with peace is welcome here”.

Fellow resident Eliza Mapendo said locals had suffered “a lot”, but that calm had been restored sufficiently for daily life to begin to resume.

“For now, we feel secure and we’re working freely in this market”, she said, adding that the sense of normality was fragile.

“They could attack without any reason and take your business away”.

Meanwhile, DRC’s army spokesperson, Sylvain Ekenge, told Reuters that fighting was continuing daily across the conflict-hit east, where M23 made a rapid advance this year.

Is Trump about to wage war in Latin America?

NewsFeed

As Washington launches airstrikes and declares alleged drug networks terrorist organizations, there are growing concerns in Latin America about the US military’s expansion in the Caribbean. Hassan Massoud of Al Jazeera reports from Bogota, Colombia, where tensions are rising due to the region’s largest US military display in decades.

Faced with Trump’s deportation push, US teachers fear leaving the classroom

Washington, DC – For the past two years, weekdays for Susanna have meant thumbing through picture books, organising cubby holes and leading classroom choruses of songs.

But her work as a pre-school teacher came to a screeching halt in October, when she found out her application to renew her work permit had been denied.

Recommended Stories

list of 3 itemsend of list

Susanna, who uses a pseudonym in this article for fear of reprisals, is one of the nearly 10 percent of teachers in the United States who are immigrants.

But while the US has increasingly looked abroad to fill teacher shortages, some foreign-born teachers say the deportation push under President Donald Trump has threatened their livelihoods — and risks traumatising their students.

Susanna, an asylum applicant who fled violence in Guatemala nearly a decade ago, said that losing her permit meant she had to stop working immediately.

She recalls breaking the news to her students, some of whom are only three years old. Many were too young to understand.

“In one week, I lost everything,” Susanna told Al Jazeera in Spanish. “When I told the kids goodbye, they asked me why, and I told them, ‘I can only tell you goodbye.’ There were kids that hugged me, and it hurt my heart a lot.”

Advocates warn that the sudden departure of teachers could harm the development of young children in school [Mohammed Zain Shafi Khan/Al Jazeera]

Looking abroad for teachers

Estimates vary as to how many foreign-born teachers currently work in the US. But one 2019 report from George Mason University found that there were 857,200 immigrants among the country’s 8.1 million teachers, in roles ranging from pre-school to university.

For the 2023-2024 school year alone, the US government brought 6,716 full-time teachers to the country on temporary exchange visas to fill openings in pre-kindergarten, primary and secondary school education.

Many hailed from the Philippines, as well as countries like Jamaica, Spain and Colombia.

The uncertainty for immigrants under Trump’s second term, however, has proven disruptive to schools that rely heavily on foreign-born teachers.

That is the case for the pre-school where Susanna worked, CommuniKids, which offers language immersion programmes in Washington, DC.

Cofounder and president Raul Echevarría estimates that immigrants — both citizens and non-citizens working with legal authorisation — comprise about 90 percent of CommuniKids’s staff.

But Echevarría told Al Jazeera that the push to rescind legal pathways to immigration has jeopardised the employment of several faculty members.

Five other teachers at the school have seen their ability to work affected by changes to the Temporary Protected Status (TPS) programme.

All five, Echevarría explained, were originally from Venezuela. But in October, the Trump administration ended TPS status for more than 350,000 Venezuelan citizens, including the teachers at CommuniKids.

Their authorisation to work legally in the US will expire on October 2, 2026, according to the US Citizenship and Immigration Services website.

“These teachers lost their ability to make a living,” Echevarria said, noting that his school requires educators with expertise in languages like Spanish, French and Mandarin.

A classroom hall at CommuniKids
CommuniKids, a language immersion school in Washington, DC, helps young children develop skills in French, Mandarin and Spanish [Mohammed Zain Shafi Khan/Al Jazeera]

‘Strong bonds’

For the schools themselves, the losses can be devastating. Every state in the US has reported teacher shortages to the federal government.

But advocates say the high stress and low pay of education make teachers difficult to recruit and keep.

That leads some states to look abroad for education workers. In North Carolina, for example, 1,063 foreign nationals worked full-time as grade-school teachers on temporary J-1 visas during the 2023-2024 school year.

The top destinations for such recruits were all southern states: North Carolina was followed by Florida with 996 teachers on J-1 visas, and Texas with 761.

But Echevarria said some of the biggest impacts of the deportation drive are felt by the students themselves.

“Our students develop strong bonds with their teachers, and all of a sudden, overnight, they lost their teachers,” said Echevarría.

“Their number one superpower”, he added, “is their ability to empathise and to create strong, effective bonds with people from any background”.

But when those bonds are broken, there can be mental health consequences and setbacks for educational achievement, particularly among younger children.

A 2024 study published by the American Educational Research Association found that, when teachers leave midyear, children’s language development takes a measurable hit.

In other words, the loss of a familiar teacher — someone who knows their routines, strengths and fears — can quietly stall a child’s progress. The consequences extend to a child’s sense of self and stability.

Mental health consequences

For parents like Michelle Howell, whose child attends CommuniKids, the loss of teachers has also made the classroom environment feel fragile.

“The teachers there aren’t just teachers for these young kids,” Howell said of CommuniKids. “They’re like extended family.

“They hug them, they hold them, they do the things a parent would do. When those people disappear, it’s not just hard for the kids. It’s hard for everyone.”

Howell, who is Chinese American, said the sudden disappearances reminded her of her own family’s history.

“I used to read about things like this happening in China, the place my family left to find safety,” she said. “It’s very disturbing to know that what we ran from back then is our reality now. People disappear.”

School psychologist Maria C, who asked to remain anonymous to protect her work in the Texas public school system, has noticed the children she works with struggling with instability caused by the deportation push.

The disappearance of a loved one or mentor — say, a favourite teacher — could flood a child’s body with cortisol, the hormone meant to protect them in moments of danger, she explained.

But when that stress becomes chronic, the same hormone starts to hurt more than it helps. It interferes with memory, attention and emotional regulation.

“For some, it looks like anxiety. For others, it’s depression or sudden outbursts,” Maria said. “They’re in fight-or-flight mode all day.”

She added that selective mutism, an anxiety disorder, is on the rise among the children she sees, who range in age from five to 12.

“It used to be rare, maybe one case per school,” she said. “Now I see it constantly. It’s a quiet symptom of fear.”

Preparing for the worst

Back at CommuniKids, Echevarría explained that he and other staff members have put together contingency plans, just in case immigration enforcement arrives at the pre-school.

The aim, he said, is to make both employees and students feel safer coming to class.

“We put those steps in writing because we wanted our staff to know they’re not alone,” he said. “We have attorneys on call. We’re partners with local police. But above all, our job is to protect our children.”

But as an added precaution, teachers are advised to carry their passports or work permits with them.

Even Echevarría, a US citizen born in Virginia, said he carries his passport wherever he goes. The fear of deportation has a way of lingering.

AFCON 2025: Who are the top players to watch in Morocco?

The CAF Africa Cup of Nations (AFCON) gets under way on Sunday, with the host nation Morocco facing Comoros in Group A at Rabat’s Prince Moulay Abdellah Stadium.

Across the four weeklong continental showpiece, some of the game’s biggest names will take centre stage.

Here’s a look at our top-10 players who are set to light up the competition:

⚽ Mohamed Salah (Egypt)

Arguably the biggest African football star of his generation, Mohamed Salah heads into the tournament hoping to lead Egypt to a record-extending eighth title. But the 33-year-old arrives short of his usual standards: he has scored just five goals in 20 matches across all competitions this season and has slipped down the pecking order under Liverpool’s new manager, Arne Slot.

Yet Salah’s importance to Egypt has never been in doubt. The two-time African Footballer of the Year remains their talisman, and his nine goals in the CAF World Cup qualifying phase were crucial in securing a spot at next summer’s World Cup.

At AFCON, Salah will be chasing both redemption and a return to the red-hot form that earned him the nickname “the Egyptian King”.

Mohamed Salah, who has struggled for form at Liverpool, has raised doubts over whether he will play for the club again after AFCON [File: Amr Nabil/AP]

⚽ Achraf Hakimi (Morocco)

Fresh off the high of being crowned African footballer of the year, Achraf Hakimi headlines the cast of star home nation players set to take the field in Morocco.

The 27-year-old, widely regarded as one of the best right-backs in the world, was instrumental in PSG’s treble-winning campaign, capped off by their long-awaited UEFA Champions League triumph in May.

As Morocco’s captain, Hakimi carries the hopes of millions in the football-mad country. Morocco’s Atlas Lions will look to him not only for his defensive stability but also for his playmaking spark as they chase only the second AFCON title in their history – 50 years after their maiden crown.

Morocco's Achraf Hakimi celebrates scoring his side's third goal during the quarterfinal men's soccer match between Morocco and the United States at the Parc des Princes during the 2024 Summer Olympics, Friday, Aug. 2, 2024, in Paris, France. (AP Photo/Aurelien Morissard)
There had been concerns over Achraf Hakimi’s availability for AFCON due to an ankle injury, but Morocco’s head coach, Walid Regragui, is optimistic the full-back will recover in time to play [File: Aurelien Morissard/AP]

⚽ Victor Osimhen (Nigeria)

Still recovering from the heartbreak of missing out on the 2026 World Cup, Victor Osimhen will look for solace and vindication at the continental championship.

The Galatasaray forward, known for his trademark face mask, has been in prolific form this season with 12 goals in 16 matches across all competitions, including six in the Champions League.

Despite sitting second on Nigeria’s all-time scorers list, Osimhen has struggled to translate that dominance to major tournaments: he has found the net only once, at the previous AFCON in 2023 when the Super Eagles reached the final. This edition offers him a chance to change that narrative.

Soccer Football - Africa Cup of Nations - Final - Nigeria v Ivory Coast - Stade Olympique Alassane Ouattara, Abidjan, Ivory Coast - February 11, 2024 Nigeria's Victor Osimhen celebrates after William Troost-Ekong scores their first goal REUTERS/Luc Gnago
Victor Osimhen, pictured, and his Nigeria teammates are hurting after another unsuccessful World Cup qualifying campaign with the quickest route to redemption being an AFCON title [File: Luc Gnago/Reuters]

⚽ Bryan Mbeumo (Cameroon)

Rediscovering his scoring touch, star forward Bryan Mbeumo could play a crucial role in Cameroon’s campaign as they begin a new chapter under a new coach following their failure to qualify for the World Cup.

With seven goals across all competitions, Mbeumo has been Manchester United’s standout performer in an otherwise mixed and chaotic season for the Red Devils.

An injury kept Mbeumo out of the previous AFCON, but this time, the 26-year-old has a golden opportunity to clinch his first trophy with Cameroon.

The task, however, will not be straightforward. With veteran striker Vincent Aboubakar surprisingly left out of the squad, Mbeumo inherits the dual responsibility of leading the line and captaining the team.

Cameroon forward Bryan Mbeumo (20) celebrates his goal against Mexico during the first half of a friendly soccer match Saturday, June 10, 2023, in San Diego. (AP Photo/Gregory Bull)
Cameroon forward Bryan Mbeumo has been Manchester United’s highest scorer this season [File: Gregory Bull/AP]

⚽ Wilfried Zaha (Ivory Coast)

An impressive loan spell with Charlotte in Major League Soccer (MLS) has earned Wilfried Zaha a surprise recall to the national team for the first time in two years.

The 33-year-old winger was omitted from the squad that won AFCON 2023, but his return to form, marked by 10 goals and 10 assists this season, proved too compelling to ignore.

Zaha’s years of experience, ability to take on defenders and current sharpness should provide a timely boost to the reigning champions’ aspirations of defending their AFCON title in Morocco.

Charlotte FC forward Wilfried Zaha (10) celebrates after scoring a goal against CF Montreal during the first half of an MLS soccer match in Charlotte, N.C., Saturday, Sept. 27, 2025. (AP Photo/Nell Redmond)
Wilfried Zaha won two caps for England before switching international allegiance to the Ivory Coast [File: Nell Redmond/AP]

⚽ Sadio Mane (Senegal)

Sadio Mane once dominated headlines with his exploits in Europe for clubs such as Liverpool and Bayern Munich, but his move to Al Nassr in the Saudi Pro League has shifted much of the media spotlight away from him.

Yet the 33-year-old, widely regarded as one of Africa’s greatest players, remains a decisive figure for Senegal: his five goals in CAF World Cup qualifying were the most by any Senegalese player.

In Morocco, Mane will aim to replicate the form that earned him player of the tournament honours at AFCON 2021 when the winger guided the Teranga Lions to their first continental title.

Sadio Mane smiles and puts his right hand to his heart
Senegal’s Sadio Mane has 12 goal involvements in 17 matches for Al Nassr this season [File: Kenzo Tribouillard/AFP]

⚽ Iliman Ndiaye (Senegal)

With six goal involvements in the Premier League, Iliman Ndiaye has been one of Everton’s most reliable players in the Premier League this season, and the 25-year-old will hope to bring that positive influence to Senegal’s attack.

The midfielder, known for his dribbling and finishing, has enjoyed a rapid ascent in recent years, moving from England’s second-tier league in 2023 to being a key contributor for the Toffees as they close in on a top-six spot in the top-flight.

On the international stage, Ndiaye has been an integral part of Senegal’s setup for the past three years, and he will look to make his mark at his third AFCON appearance.

Ndiaye celebrates scoring
Iliman Ndiaye is a key part of Everton’s attack and will hope to carry his form into AFCON for Senegal [File: Phil Noble/Reuters]

⚽ Carlos Baleba (Cameroon)

Unlike many of the tournament’s big names, Carlos Baleba arrives at AFCON without any major-tournament experience, yet the 21-year-old has already produced performances that belie his age.

The versatile youngster has become a driving force in Premier League side Brighton’s defensive midfield and was instrumental in Cameroon’s flawless qualification for AFCON 2025.

Renowned for his stamina, dribbling and passing range, Baleba is once again attracting interest from major European clubs before a potential big-money move in January’s transfer window.

Brighton's Carlos Baleba runs into position during the English Premier League soccer match between Brighton and Hove Albion and Fulham, at the Amex Stadium in Brighton, England, Saturday, March 8, 2025. (AP Photo/Dave Shopland)
Youngster Carlos Baleba has established himself as a midfield powerhouse for Brighton and Cameroon [File: Dave Shopland/AP]

⚽ Pierre-Emerick Aubameyang (Gabon)

Once a hero for Borussia Dortmund and Arsenal, Pierre-Emerick Aubameyang now plies his trade at Marseille – and this year’s AFCON may represent his final shot at glory with Gabon.

At 36 and in the twilight of his career, the forward continues to shoulder the hopes of the small central African nation that has never advanced beyond the quarterfinals.

French-born Aubameyang, who won African Footballer of the Year a decade ago, has been the focal point of Gabon’s attack ever since his debut in 2009.

Gabon's Pierre-Emerick Aubameyang runs during the World Cup group F qualifying soccer match between Kenya and Gabon at the Nyayo national stadium in Nairobi, Kenya, Sunday March 23, 2025. (AP Photo/Brian Inganga)
Pierre-Emerick Aubameyang is Gabon’s all-time leading scorer with 39 goals [File: Brian Inganga/AP]

⚽ Mohamed Amoura (Algeria)

Mohamed Amoura is set to be a central figure in Algeria’s AFCON 2025 campaign.

Amoura was Africa’s leading scorer in World Cup 2026 qualification, outpacing even Egyptian legend Salah with a chart-topping 10 goals.

The 25-year-old striker has carried that clinical form into club football with Bundesliga side Wolfsburg, registering six goals and two assists in 15 appearances.

After lifting the African trophy in 2019, the Desert Foxes endured painful first-round exits in the two editions that followed, making this tournament an opportunity to rewrite their recent history. At AFCON 2025, Algeria will go as far as Amoura can take them as they attempt to win a third crown.

Algeria's Mohamed Amoura scores as Mozambique goalkeeper Ernan Siluane misses the ball during the World Cup 2026 group G qualifying soccer match between Algeria and Mozambique at the Hocine-Ait-Ahmed stadium in Boukhalfa, near Tizi Ouzou, eastern Algeria, Tuesday March 25, 2025. (AP Photo/Fateh Guidoum)
Striker Mohamed Amoura stole the limelight during the CAF World Cup qualifying [Fateh Guidoum/AP]