Paramount Skydance has submitted a revised, higher offer of $31 per share on February 23, 2026, to acquire Warner Brothers Discovery (WBD), valuing the company at approximately $111billion including debt.
The latest proposal aims to disrupt WBD’s existing agreement to sell its studio and streaming assets to Netflix for $27.75 per share.
The offer includes a $7billion reverse termination fee if regulators block the deal, significantly higher than Paramount’s previous $5.8billion proposal.
Prior to the final deadline, Paramount had already sweetened its bid by offering to pay the $2.8billion termination fee WBD would owe to Netflix for breaking their pact and adding a 25-cent-per-share “ticking fee” to compensate shareholders for any regulatory delays.
WBD Board Opens Door to New Negotiations
The Warner Brothers Discovery board had set February 23 as the “best and final” deadline after rejecting Paramount’s February 10 proposal for falling short of a “superior proposal.”
On February 24, 2026, WBD’s board determined that the new Paramount offer “could reasonably be expected to result in a superior proposal,” allowing the company to re-enter formal negotiations with Paramount.
If the board officially deems the Paramount offer superior, Netflix will have four business days to match or improve its own bid. Shareholders are currently scheduled to vote on the original Netflix offer on March 20, 2026.
Competitive landscape: Whole-company bid vs. Asset sale
Netflix’s current agreement focuses on WBD’s movie studios and streaming assets, while spinning off cable assets including CNN into a new entity called Discovery Global.
Paramount argues its bid for the whole company provides better value, claiming the Netflix-proposed spinoff is “effectively worthless”.
Activist investor Ancora Capital has pressured WBD to negotiate with Paramount, threatening to vote against the Netflix deal if the board fails to adequately consider Paramount’s superior cash value.
Regulatory and political concerns rise
Regulatory concerns for the Paramount-WBD merger center on market consolidation, theatrical preservation and significant political influence.
Combining two of the “Big Five” Hollywood studios, Warner Bros. and Paramount Skydance, raises alarms about reduced competition for labor, creative diversity and consumer choice.
Unlike Netflix’s streaming-first model, Paramount argues its deal protects the theatrical window, a point supported by figures such as James Cameron. However, theater owners remain cautious about increased studio leverage in negotiations.
The merger would place CNN and CBS News under a single ownership structure. Democratic senators have specifically questioned the editorial impact on CNN following David Ellison’s reported promises to overhaul the network.
President Donald Trump has stated he expects to be personally involved in the review process. His close ties to Larry Ellison, David Ellison’s father, and public criticism of Netflix have led to concerns about political favoritism.
Paramount announced that its Hart-Scott-Rodino statutory waiting period expired on February 19, 2026, meaning there is no current statutory impediment to closing in the US.
Regulators in Brussels are simultaneously weighing the deals, with Paramount lobbying that its proposal is more pro-competitive than Netflix’s dominant streaming position.
Read also:
Netflix ups Warner Brothers bid to all-cash offer
Paramount launches lawsuit and proxy fight against WBD
Netflix acquires Warner Brothers Discovery
