Television

The board of Warner Bros Discovery (WBD) has unanimously turned down Paramount Skydance’s latest attempt to acquire the studio, saying its revised $108.4bn hostile bid amounted to a risky leveraged buyout that investors should reject.

In a letter to shareholders on Wednesday, the WBD board said Paramount’s offer hinges on “an extraordinary amount of debt financing” that heightens the risk of closing. It reaffirmed its commitment to streaming giant Netflix’s $82.7bn deal for the film and television studio and other assets.

Some investors, however, pushed back on Warner Bros. Pentwater Capital Management CEO Matthew Halbower said that the media giant’s board had “made an error” by not considering Paramount’s bid.

On CNBC on Wednesday, Halbower called the deal “economically superior”.

Paramount’s financing plan would saddle the smaller Hollywood studio with $87bn in debt once the acquisition closes, making it the largest leveraged buyout in history, the Warner Bros board told shareholders after voting against the $30-per-share cash offer on Tuesday. The letter accompanied a 67-page amended merger filing that laid out its case for rejecting Paramount’s offer.

Paramount deal ‘remains inadequate’

The revised Paramount offer “remains inadequate particularly given the insufficient value it would provide, the lack of certainty in Paramount Skydance ability to complete the offer, and the risks and costs borne by WBD shareholders should Paramount Skydance fail to complete the offer”, the Warner Bros board wrote.

Paramount, which has a market value of about $14bn, proposed to use $40bn in equity, which would be personally guaranteed by Oracle’s billionaire co-founder Larry Ellison, whose son David is Paramount’s CEO, and $54bn in debt to finance the deal.

Its financing plan would further weaken its credit rating, which S&P Global already rates at junk levels, and strain its cash flow – heightening the risk that the deal will not close, the Warner Bros board said. Netflix, which has offered $27.75 a share in cash and stock, has a $400bn market value and investment-grade credit rating.

The decision keeps Warner Bros on track to pursue the deal with Netflix, even after Paramount amended its bid on December 22 to address the earlier concerns about the lack of a personal guarantee from Ellison, who is Paramount’s controlling shareholder.

Paramount and Netflix have been vying to win control of Warner Bros, and with it, its prized film and television studios and its extensive content library. Its lucrative entertainment franchises include  Harry Potter, Game of Thrones, Friends, and the DC Comics universe; as well as coveted classic films such as Casablanca and Citizen Kane.

Netflix applauds

Netflix co-CEOs Ted Sarandos and Greg Peters welcomed Warner Bros’ decision on Wednesday, saying it recognises the streaming giant’s deal “as the superior proposal that will deliver the greatest value to its stockholders, as well as consumers, creators and the broader entertainment industry”.

Warner Bros Chairman Samuel Di Piazza told CNBC that the company was not currently in talks with Paramount but remains open to a transaction with the Ellison-led firm, and both the deals have a path to regulatory approval.

“From our perspective, they’ve got to put something on the table that is compelling,” he said, referring to the Paramount offer.

Wednesday’s filing said Warner Bros’ board met on December 23 to review Paramount’s amended offer and noted some improvements, including Ellison’s personal guarantee and a higher reverse termination fee of $5.8bn, but found “significant costs” associated with Paramount’s bid compared with a Netflix deal.

Warner Bros would be obligated to pay the streaming service a $2.8bn termination fee for abandoning its merger agreement with Netflix, $1.5bn in fees to its lenders and about $350m in additional financing costs. Altogether, Warner Bros said it would incur about $4.7bn in additional costs to terminate its deal with Netflix, or $1.79 per share.

The board repeated some concerns it had laid out on December 17, such as that Paramount would impose operating restrictions on the studio that would harm its business and competitive position, including barring the planned spin-out of the company’s cable television networks into a separate public company, Discovery Global.

Paramount offered “insufficient compensation” for the damage done to the studio’s business, if the Paramount deal failed to close, Warner Bros said.

Paramount “repeatedly failed to submit the best proposal” to Warner Bros shareholders, the board wrote, “despite clear direction” on the deficiencies in its bid and potential solutions.

The jockeying for Warner Bros has become Hollywood’s most closely watched takeover battle, as studios race to scale up amid intensifying competition from streaming platforms and volatile theatrical revenues.

While Netflix’s offer has a lower headline value, analysts have said it presents a clearer financing structure and fewer execution risks than Paramount’s bid for the entire company, including its cable TV business.

“WBD does not want to sell to Paramount, so it will keep rejecting Paramount as long as it is able to,” said Ross Benes, an analyst at eMarketer.

“But this process is not over … Paramount will have opportunity to make further attempts.”

Harris Oakmark, Warner Bros’ fifth-largest investor, previously told Reuters that Paramount’s revised offer was not “sufficient”, noting it was not enough to cover the breakup fee.

Paramount has argued its bid would face fewer regulatory obstacles, but a combined Paramount-Warner Bros entity would create a formidable competitor to industry leader Disney and merge two major television operators and two streaming services.

The valuation of Warner Bros’ planned Discovery Global spin-off, which includes cable television networks CNN, TNT Sports and the Discovery+ streaming service, is seen as a major sticking point. Analysts peg the cable channels’ value at up to $4 per share, while Paramount has suggested just $1.

Lawmakers from both parties have raised concerns about further consolidation in the media industry, and US President Donald Trump has said he plans to weigh in on the landmark acquisition.

On Wall Street, Warner Bros Discovery is up 0.3 percent in midday trading amid the news of the rejected bid. Netflix is also up 0.3. Meanwhile, Paramount is down 0.1 percent.

After the eye strain, the greatest occupational hazard of being a TV critic is people asking what’s good on television. It’s a question I typically find impossible to answer on the spur of the moment, as a show will run out of my head as soon as a review is filed in order to make room for the next one. (I buy time by responding, “What do you like?”) It is only at this reflective season of the year that I can stop, look back and list them.

Our picks for this year’s best in arts and entertainment.

Every year, television has its ups and downs, its ebb and flow, depending on a host of reasons I will only ever vaguely understand. I will take this opportunity to say that there are way too many psychological thrillers on way too many platforms nowadays, but there are always more than enough shows to praise — and as always, I include only series that are new this year. Some are here because they deliver real surprises — not just plot twists and sudden revelations, but new directions and original formats. Others are here by dint of good old-fashioned storytelling, memorable characters and terrific performances — or just because they made me laugh.

Here they are, in no special order.

‘Hal & Harper’ (Mubi)

Lili Reinhart and Cooper Raiff in Mubi’s “Hal & Harper.”

(Mubi)

Writer-director Cooper Raiff’s delicate drama looks at a brother and a sister — played by Raiff and Lili Reinhart both as adults and children, with no sacrifice of reality — made close by the early loss of their mother and the grief of their father (Mark Ruffalo, identified only as Dad). The sale of their old house and the prospect of a new sibling — Dad’s girlfriend (Betty Gilpin, going from strength to strength) — sets things in motion. The dialogue avoids exposition, the silences say much. (Read the review.)

‘The Lowdown’ (FX)

Ethan Hawke and Ryan Kiera Armstrong in FX’s “The Lowdown.”

(Shane Brown / FX)

In Sterlin Harjo’s shaggy dog follow-up to “Reservation Dogs,” the ever-evolving Ethan Hawke plays Lee Raybon, a raggedy Tulsa “truthstorian,” citizen journalist and used-book dealer, looking into the apparent suicide of the oddball member of a powerful family. The series pays homage to noir film and fiction, even as it’s too bright, mischievous and full of love to qualify as noir itself (though Lee does get beat up a lot). Politicians, land developers, white supremacists and Natives collide. The cast also includes Kyle MacLachlan, Jeanne Tripplehorn, Peter Dinklage, Keith David, Kaniehtiio Horn (the Deer Lady in “Reservation Dogs”) as Ray’s ex-wife and the marvelous Ryan Kiera Armstrong as his teenage daughter and eager accomplice. Look for X’s John Doe as a purveyor of bootleg caviar. (Read the review.)

‘Women Wearing Shoulder Pads’ (Adult Swim), ‘Common Side Effects’ (Adult Swim), ‘Oh My God … Yes!’ (Adult Swim), ‘Long Story Short’ (Netflix)

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1. “Women Wearing Shoulder Pads” on Adult Swim. (Warner Bros) 2. “Common Side Effects” on Adult Swim. (Adult Swim) 3. “Oh My God … Yes!” on Adult Swim. (Warner Bros. Discovery) 4. “Long Story Short” on Netflix. (Netflix)

Animation! “Women Wearing Shoulder Pads” is a queer Spanish-language stop-motion comedy melodrama, set in the aesthetic world of a 1980s Pedro Almodóvar film, involving the fate of the cuy, a South American guinea pig (pets? food?), and a struggle between two powerful women. (Read the review.)

“Common Side Effects” is a semicomical thriller with heart, centered on a mushroom with curative properties and pitting its discoverer against the pharmaceutical-industrial complex; Martha Kelly fans will be happy to find her here as a DEA agent. (Read the review.)

“Oh My God … Yes!” is an Afro-futurist, surrealist, girlfriends-in-the-city superhero comedy — like the Powerpuff Girls, grown up, earthy and Black — featuring humanoid robots, anthropomorphic animals and gayliens (the preferred term for gay aliens). (Read the review.)

And “Long Story Short,” from “Bojack Horseman” creator Raphael Bob-Waksberg is the sweet, melancholy, satirical, silly, poignant, hopeful, sometimes slapstick cartoon tale of a normal middle-class Jewish family; the world it portrays is (mostly) ordinary, but the drawings make it extra-special. (Read the review.)

‘Demascus’ (Tubi)

Okieriete Onaodowan in Tubi’s “Demascus.”

(Jace Downs / AMC Networks)

In this Black science-fiction comedy about the search for identity and purpose, Okieriete Onaodowan plays the title character, propelled into alternative visions of his life and self by an experimental virtual reality gizmo that “follows the path of your conscious and subconscious impulses.” The settings change along with him — into a relationship reality show, a “sad Thanksgiving” domestic comedy, a setting out of “One Flew Over the Cuckoo’s Nest” — as supporting actors (Martin Lawrence among them) become different people around him. (Read the review.)

‘Pluribus’ (Apple TV)

Rhea Seehorn in Apple TV’s “Pluribus.”

(Anna Kooris / Apple TV)

I find Vince Gilligan’s take on “The Invasion of the Body Snatchers,” in which a virus from outer space turns nearly all of humanity into one giant, contented, cultish hive mind, more interesting than compelling, but it’s interesting enough, and comes with a great performance by Rhea Seehorn as one of a dozen earthlings immune to the bug — jealous of her discontent, standing up for her right to be angry. This is a slow series, yet never a boring one, and Seehorn, in a kind of one-woman-versus-everyone show, is electric even when nothing much is happening. (Read the review.)

‘The Studio’ (Apple TV)

Clockwise from left: Ike Barinholtz, Kathryn Hahn, Chase Sui Wonders and Seth Rogen in Apple TV’s “The Studio.”

(Apple TV+)

Seth Rogen and Evan Goldberg’s breakneck farcical ode to the motion picture business (in which they do very well). Rogen stars as a new studio head, promoted from below, dealing with bad ideas (a Kool-Aid movie), big egos, and his own insecurities and need to feel appreciated. Episodes take place at the Golden Globes, a fundraising dinner and a Las Vegas trade show, with Ike Barinholtz and Kathryn Hahn on his team, Bryan Cranston as his boss — reminding you he was on “Seinfeld” and “Malcolm in the Middle” before he became Walter White — and Catherine O’Hara (brilliant, naturally) as the woman Rogen replaced. (Read the review.)

‘North of North’ (Netflix)

Anna Lambe in Netflix’s “North of North.”

(Netflix)

A sweet small-town romantic comedy, set (and filmed) in Canada’s northernmost territory among the Indigenous Inuit people. A luminous Anna Lambe stars as the 26-year-old mother of a rambunctious 7-year-old, tied to a narcissistic husband and resentful of her mother, a reformed alcoholic and former bad girl; she dreams of something more, even if it just means hauling large items to the dump. Mary Lynn Rajskub plays the cheerful, credit-grabbing town manager whose assistant she becomes. Love and a family secret will arrive from the south. The beaded parkas are gorgeous. (Read the review.)

‘The Pitt’ (HBO Max), ‘Adolescence’ (Netflix)

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1. Noah Wyle and Tracy Ifeachor in HBO Max’s “The Pitt.” (John Johnson/HBO) 2. Owen Cooper and Stephen Graham in Netflix’s “Adolescence.” (Netflix)

These two series do their work in real time, making space for naturalistic acting and a special kind of pressure. “The Pitt,” whose 15 episodes are set in a hectic Pittsburgh ER over a 15-hour shift puts Noah Wyle back in scrubs, herding (with Tracy Ifeachor) a large cast of doctors, nurses and student doctors. Cases include electrocution, drowning, overdose, scurvy, sickle cell anemia, a nail in the chest, a fastball in the eye and gallstones, with all the personal drama one expects from a hospital show. (Read the review.)

The tightly focused, brutally intimate “Adolescence,” surrounding the arrest of a 13-year-old boy (Owen Cooper) for murder, unveils its unconventional mystery in four discrete episodes, each executed in a single tracking shot. A field day for actors, it earned Emmys for Cooper, co-creator Stephen Graham as his father and Erin Doherty as a child psychologist. (Read the review.)

‘Dope Thief’ (Apple TV), ‘Deli Boys’ (Hulu)

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1. Brian Tyree Henry, left, and Wagner Moura in Apple TV’s “Dope Thief.” (Apple) 2. Saagar Shaikh, left, and Asif Ali in Hulu’s “Deli Boys.” (James Washington/Disney)

Drugs are bad, but they fuel a lot of television. (I mean the plots; I wouldn’t know about the productions.) These two very different series feature heroes in over their heads, caught between cops and a cartel. “Dope Thief” gives Brian Tyree Henry (Paper Boi on “Atlanta”), as a man robbing low-level drug dealers dressed as a DEA agent, his first starring role, which would be sufficient for me to recommend it sight unseen — but it is excellent, seen. (Read the review.)

In “Deli Boys,” an old-fashioned comedy of Idiots in Danger, Asif Ali and Saagar Shaikh play temperamentally opposite Pakistani American brothers who inherit what they believed to be a chain of convenience stores but turn out to be the front for their father’s cocaine empire. Poorna Jagannathan is marvelous as their beloved, fearsome Lucky Auntie, who knows the score. (Read the review.)

‘Ludwig’ (Britbox)

David Mitchell in Britbox’s “Ludwig.”

(Colin Hutton)

In this Cambridge-set dramatic comedy-mystery, irascible David Mitchell, of “Peep Show,” “Upstart Crow” and “Would I Lie to You?” fame, plays an awkward, isolated genius with little practical experience of the world, drawn right into it when he winds up impersonating his missing twin brother, a police detective. A professional puzzle-maker, he’ll turn out to be good at the job, though he calls a medical examiner’s report a “how-did-they-die test,” and, moving in with his sister-in-law, he’ll learn something about the benefits of family. Properly moving, and very funny. (Read the review.)

THEY were the sweet child actors who made us laugh and cry in our favourite festive films.

But since their big breaks in Christmas movies, few have bagged big parts and many traded fame for ‘normal’ jobs away from our screens.

While the flicks boosted the careers of Matilda star Mara Wilson, whose first role was in A Miracle on 34th Street, and Game of Thrones actor Thomas Brodie-Sangster, who first appeared in Love Actually, not everyone experienced such luck. 

The Holiday star Miffy Englefield told us she was forced out of acting for good because she ‘looked older’ than her years.

And another big name, who starred alongside Arnold Schwarzenegger, Natalie Portman and Ewan McGregor, had quit the profession following a “full-blown psychotic breakdown”.

It can be a tough industry that sees some like high-flying star Thomas, who recently returned to his Love Actually role for a Google Pixel ad, rise to international acclaim while others end up in the depths of despair. 

NOT SO GROTT-O

We’re at Butlin’s for Xmas Day… how it rates with fireworks, panto & turkey

DEADLY GIFTS

Dangers of fake Christmas toys exposed including Labubus with host of hazards

From Christmas gigs to jail for car chases, we explore what became of the kids in your favourite Christmas flicks. 

Nativity! – Sydney Isitt-Ager

In the 2009 film, child actress Sydney Isitt-Ager played little Sadie in Mr Madden’s class.

The film follows Mr Madden – played by Martin Freeman – as he fibs to his class his Nativity performance has been picked up by a Hollywood bigwig. 

Sydney – who is the daughter of Nativity! writer and director Debbie Isitt – starred in all three of the movies.

She went in to study at a theatre college in Epsom, Surrey and bagged her first role as a grown up in a Netflix Christmas film in 2022. 

She played Miss Nerris in the film Christmas On Mistletoe Farm – also starring Nativity! co-star Ashley Jensen.

Sydney, now 26, also appeared in Nativity the Musical, on stage, saying: “Did someone say full circle moment?” 

Most recently she starred in the stage musical Military Wives, directed by her mum.

Elf – Daniel Tay

The child actor starred opposite Will Ferrell in 2003 Christmas flick Elf. 

In the movie, Daniel was just 12 when he played Buddy’s half brother Michael. 

Instead of pursuing a career in Hollywood, the brainbox went to study Economics at prestigious US college Yale. 

Now 34, he also studied Chinese and coaches students taking their SATs while writing on the side. 

The Santa Clause – Eric Lloyd 

Eric played adorable Charlie Calvin in all three of the Santa Clause movies with Tim Allen. 

Aged just eight when he was cast in the role, he finished up the series in 2002 as a teen. 

But now aged 39, he still works in showbiz but opts for a behind the scenes role.

He got into sound engineering and opened his own production studios in Glendale, California. 

In 2022, he revived his role to appear in The Santa Clauses, a TV special based off the films, alongside Allen.

Bizarrely, his film co-star David Krumholtz made a WWE Raw appearance.

Bad Santa – Brett Kelly

As dorky Thurman Merman, Brett Kelly had his first role in Bad Santa and its sequel. 

He went on to have roles in Paul Feig’s Unaccompanied Minors in 2006 and Adrien Brody film High School before studying business in Canada.

But in 2016, he chose to gain 50lbs to bring back his role as Thurman in Bad Santa 2.

He said: “The pain came after. It took about four months to put on and then I’d say about twice that to take it all off.”

For the last four years, the 32-year-old been starring in Canadian legal drama Family Law where he plays paralegal Cecil Patterson. 

Jingle all the Way – Jake Lloyd

The 1996 film was Jake Lloyd’s first Hollywood role – starring as Arnold Schwarznegger’s son Jamie in the holiday romp.

His biggest role came in 1999 when the ten-year-old was cast by George Lucas as Anakin Skywalker in Star Wars: The Phantom Menace. 

In 2001, he quit the industry after bullies targeted him over his role in the Sith vs Jedi epic.

He told The Sun at the time: “My entire school life was really a living hell.”

In 2015, Jake was arrested after a car chase and was held for 10 months while awaiting trial.

He was then diagnosed with schizophrenia and transferred to a psychiatric facility in 2023, where he completed to 18-month inpatient stay. 

Jake, now 36, said he needed to hit “rock bottom” to help him accept his diagnosis, medication and the need to “honestly take part in treatment”.

Love Actually – Thomas Brodie-Sangster

Thomas was 13 when he starred as Sam who seeks advice from his stepdad Daniel (Liam Neeson) after falling for a classmate.

The London-born actor went on to star in Nanny McPhee and The Maze Runner movies, as well as playing Paul McCartney in the John Lennon biopic Nowhere Boy.

He starred as Jojen Reed in two seasons of Game of Thrones and, more recently, he has appeared in the historical TV drama Wolf Hall: The Mirror and the Light.

In June 2024, Thomas, now 35 married actress Tallulah Riley at Anstey village church in Hertfordshire.

Tallulah, who starred in the 2007 movie St. Trinian’s, previously wed Tesla mogul Elon Musk, twice.

They first married in 2010, divorcing two years later, before tying the knot a second time in 2013 and splitting in 2014.

Deck the Halls – Alia Shawkat

She may be better known for playing Maeby Funke in Arrested Development but one of Alia’s first roles was in Deck the Halls. 

She starred as Matthew Broderick’s daughter Madison in the festive flick back in 2006. 

Since, she has had roles in Broad City, sells paintings and provided vocals for band Fake Problems in 2010.

This year, Alia, now 36, notched up eight acting credits on IMDB – including runaway hit Severance, starring Adam Scott, Lego Marvel Avengers and Poker Face.

But in 2019 and 2020, there were rumours she was dating Brad Pitt after the pair were repeatedly spotted together. 

But Shawkat laughed off the story, telling the New Yorker they were just friends.

She added: “It was so weird. Now it’s like a weird dream, where I’m, like, ‘Did that happen?’

“He was, like, ‘I’m sorry. It happens. If you hang out with me, it happens.’ He had no awareness of it at all.”

The 50-year-old comedian is already facing similar charges, including rape and sexual assault, involving four women.

British authorities have brought new counts of rape and sexual assault against comedian Russell Brand, who is already facing similar charges involving four women.

The United Kingdom’s Crown Prosecution Service (CPS) said on Tuesday that the new charges – one count of rape and one of sexual assault – against Brand were in relation to two further women. The alleged offences took place in 2009, the CPS said.

Brand, 50, had already been charged in April with two counts of rape, two counts of sexual assault and one count of indecent assault. The charges were brought after an 18-month investigation launched when four women alleged they had been assaulted by the comedian.

Prosecutors said these offences took place from 1999 to 2005, one in the English seaside town of Bournemouth and the other three in London.

Brand pleaded not guilty to those charges in a London court.

He is expected to appear at Westminster Magistrates’ Court on January 20 in relation to the two new charges. A trial has also been scheduled for June 16 and is expected to last four to five weeks.

The Get Him to the Greek actor, known for risque stand-up routines and battles with drugs and alcohol, has dropped out of the mainstream media in recent years. He built a large following online with videos mixing wellness with conspiracy theories as well as discussions about religion.

When the first group of charges was announced in April, Brand said he welcomed the opportunity to prove his innocence.

“I was a fool before I lived in the light of the Lord,” he said in a social media video. “I was a drug addict, a sex addict and an imbecile. But what I never was, was a rapist. I’ve never engaged in nonconsensual activity. I pray that you can see that by looking in my eyes.”

Detective Chief Inspector Tariq Farooqi said the women involved in the case “continue to receive support from specially trained officers”.

He added the police investigation was ongoing and urged “anyone affected by this case or anyone with information to come forward”.