Warner Bros. Discovery said its board will review Paramount Skydance‘s latest hostile takeover offer — which includes some new financial commitments — before it officially accepts or rejects the rival bid to its sale agreement with Netflix.
Warner Bros. Discovery on Tuesday confirmed it received the amended, unsolicited tender offer from David Ellison’s Paramount Skydance to acquire all of the outstanding shares of WBD common stock.
The company issued a statement with boilerplate language that said the WBD board of directors, “consistent with its fiduciary duties and in consultation with its independent financial and legal advisors, will carefully review and consider Paramount Skydance’s offer in accordance with the terms of WBD’s agreement with Netflix, Inc.”
For now, the WBD board “is not modifying its recommendation with respect to the Netflix Merger Agreement. WBD will review the amended tender offer and advise its stockholders of the Board’s recommendation after the completion of that review.” An answer to Paramount’s latest offer is due within 10 business days.
WBD added that shareholders “are advised not to take any action at this time with respect to the amended Paramount Skydance tender offer.”
Earlier Tuesday, Paramount upgraded the terms of its hostile $30/share offer for WBD in its entirety. That included the additional promise of paying Warner Bros. Discovery shareholders 25 cents per share — roughly $650 million in cash each quarter — for every quarter the proposed Paramount acquisition of WBD is not closed beyond Dec. 31, 2026. Among other new pledges, Paramount said it would pay the $2.8 billion termination fee due to Netflix if WBD shareholders accept Paramount’s offer.
Netflix and Warner Bros. Discovery originally announced their agreement on Dec. 5. Last month, amid Paramount’s ongoing hostile takeover campaign, Netflix sweetened the $83 billion deal for Warner Bros.’s studios and HBO Max by switching to an all-cash offer of $27.75/share, replacing its previous cash-and-stock agreement. Not included in the Netflix deal: Discovery Global, an entity housing WBD’s linear TV assets like CNN, TBS and HGTV as well as Discovery+, that would be spun off from Warner Bros. Discovery.
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From Variety US