The Warner Bros. Discovery board is leaning toward re-engaging with Paramount Skydance on the revised terms of Paramount’s offer to acquire the entire company, which inked an $83 billion sale agreement with Netflix in December.
But Paramount Skydance’s latest offer — No. 9 since last year — offers a premium to WBD shareholders of about $650 million per quarter for every quarter that the Netflix-WBD nuptials are not completed by Dec. 31, 2026. Paramount Skydance released its latest pitch to WBD and to investors on Feb. 10. Word of the WBD’s board’s inclinations was first reported Sunday by Bloomberg News.
The WBD board has been quick to issue a statement rejecting Paramount’s most recent overtures, calling them insufficient enough to derail the existing agreement with Netflix. But the sale process around the famed studio and HBO has drawn intense scrutiny from investors, media observers and corporate governance watchdogs. The WBD sale is virtually guaranteed to spark shareholder lawsuits, as is the case for most major transactions. If the WBD board goes back one more time with Paramount Skydance, it bolsters the case that the panel did their fiduciary duty to investigate all legitimate offers.
WBD is expected to address the Paramount Skydance offer and set the date for its Q4 2025 earnings report early this week after Monday’s Presidents’ Day holiday. Investors are also awaiting the date of WBD’s planned special shareholders’ vote to approve the Netflix transaction. It’s unclear if Paramount’s revised offer will change WBD’s vote timetable. Netflix, as per the agreement that it reached in December, has the right to match any superior offer that comes in before it formally completes the acquisition.
Representatives for Warner Bros. Discovery, Paramount Skydance and Netflix declined to comment.
A source close to the situation said the WBD board is likely focused on pushing Paramount Skydance to declare that it has reached the best and final offer stage. That would allow shareholders to make a considered choice, and it would allow WBD to push Netflix to match Paramount Skydance terms if they are deemed better than the existing agreement. The situation is complicated by the fact that Netflix’s offer is for Warner Bros. and HBO Max. Paramount Skydance aims to buy the entire WBD, including its large collection of cable channels, from CNN and TNT to Discovery, HGTV and Food Network.
The WBD-Netflix transaction is expected to face a tough regulatory review in Washington, D.C. process given Netflix’s market clout in streaming and the heightened political tension around media in the Trump era. WBD may also face more PR headaches from small but noisy investors who are questioning the Netflix agreement, as was the case with Ancora Capital last week.
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From Variety US