The battle for Warner Bros. Discovery has escalated. On Monday, David Ellison’s Paramount went on the attack, unveiling a new bid to acquire the entirety of WBD. The company intends to bypass executives, appeal directly to shareholders, and make the case to Hollywood that Paramount’s stewardship would better serve the entertainment landscape.

Ellison, who attended President Trump’s Kennedy Center Honors ceremony in Washington, D.C., on Dec. 7, dismissed Netflix’s $82.7 billion agreement as a weaker alternative. He also criticized Warner Bros.’ decision to break up the company, arguing that the move is fundamentally flawed. Under the Netflix plan—negotiated with co-CEOs Ted Sarandos and Greg Peters—Warner Bros., HBO, and HBO Max would be absorbed into the streamer, while WBD’s struggling cable portfolio (TNT, CNN, HGTV, Food Network and Discovery) would be spun out into an independently traded entity.

“WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company,” Ellison stated. “Our public offer, which is on the same terms we provided to the Warner Bros. Discovery Board of Directors in private, provides superior value, and a more certain and quicker path to completion. We believe the WBD Board of Directors is pursuing an inferior proposal which exposes shareholders to a mix of cash and stock, an uncertain future trading value of the Global Networks linear cable business and a challenging regulatory approval process. We are taking our offer directly to shareholders to give them the opportunity to act in their own best interests and maximize the value of their shares.”

Paramount is offering $30 per share in an all-cash tender—unlike Netflix’s $27.75 mix of cash and stock, which also grants shareholders an interest in the separate linear-TV spinoff. And while Netflix seeks only WBD’s studio and streaming assets, Paramount is attempting to purchase the entire company, making the two offers difficult to weigh depending on how one values the cable business.

Because Paramount’s proposal is a tender offer, it must persuade shareholders individually to sell their stakes rather than approve the Netflix arrangement. The situation now appears poised to trigger a prolonged, highly public campaign among Paramount, Warner Bros., and Netflix as they each attempt to sway investors.

To bolster its case, Paramount launched a site called “StrongerHollywood,” outlining the terms of its proposal while casting doubt on Netflix’s plan. Ellison argues that his acquisition would strengthen the broader industry: “We believe our offer will create a stronger Hollywood,” Ellison said. “It is in the best interests of the creative community, consumers and the movie theater industry. We believe they will benefit from the enhanced competition, higher content spend and theatrical release output, and a greater number of movies in theaters as a result of our proposed transaction.”

A fierce messaging battle now seems inevitable as the companies work to convince shareholders, regulators, Wall Street analysts, and Hollywood power players which suitor is the best fit for Warner Bros. CEO David Zaslav—set to receive hundreds of millions if the Netflix deal closes—signed the agreement on Dec. 5.

Hollywood labor groups have already voiced strong opposition to the Netflix acquisition, though that does not necessarily signal support for Paramount’s bid. The Writers Guild of America blasted the Netflix deal, saying; “This merger must be blocked,” and the head of the Teamsters’ motion picture division echoed that sentiment. Cinema United (formerly NATO), representing theater owners, labeled it “an unprecedented threat to the global exhibition business,” while Europe’s UNIC declared the proposal a failure “in every regard.”

The Directors Guild of America (DGA), led by Christopher Nolan, also chimed in, noting that the Netflix deal raises “significant concerns.”

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