Warner Bros. Discovery (WBD) has reopened takeover discussions with Paramount Skydance, giving the company until February 23 to submit its best and final offer. This comes after WBD secured a temporary waiver from Netflix, allowing it to engage with a rival bidder under the terms of the Netflix merger agreement.
The WBD board has reaffirmed its support for the Netflix transaction. A shareholder vote on the Netflix deal is scheduled for March 20. The waiver allows Warner Bros. to determine whether Paramount’s revised proposal could deliver reasonably superior value compared with the Netflix agreement.
Paramount has sweetened its offer for WBD’s entirety, including covering a $2.8 billion fee owed to Netflix if the deal exits, backstopping a $1.5 billion refinancing to eliminate costs, and adding a “ticking fee” of roughly $650 million in cash per quarter if the deal is delayed.
Under the Netflix agreement, the streaming company would acquire WBD’s studio and streaming assets, including Warner Bros., HBO, and related franchises, while the global networks division including CNN, Cartoon Network, and Discovery Channel would be spun off into a separate company for WBD investors.
The bidding contest between Warner Bros., Netflix, and Paramount reflects one of the most complex and high-value media takeover battles in recent history, with both deals exceeding $80 billion in value and involving intricate financing and shareholder negotiations.
