Warner Bros. Discovery is poised to re-engage in negotiations with Paramount Global following a revised offer that includes concessions designed to address concerns about a potential merger, according to multiple reports. The move comes despite Warner Bros. Discovery’s existing agreement to be acquired by Netflix, a deal currently valued at $27.75 per share.
The shift in Warner Bros. Discovery’s stance was signaled by board members weighing the merits of Paramount’s amended bid, which includes covering a $2.8 billion fee owed to Netflix should the Warner Bros. Deal be terminated and offering to backstop Warner Bros. Debt refinancing. Paramount has also pledged to compensate Warner Bros. Shareholders if the transaction doesn’t finalize by December 31, 2026, a move intended to demonstrate confidence in securing swift regulatory approval, sources familiar with the matter said.
Paramount’s pursuit of Warner Bros. Discovery has been described as hostile, with the company launching a $30-per-share tender offer directly to Warner Bros. Shareholders. That offer includes a “ticking fee” of $0.25 per share for each quarter the deal remains unclosed past the end of 2026, potentially adding $650 million in value per quarter. The deadline for the tender offer is February 20.
The potential reopening of talks with Paramount follows pressure from Warner Bros. Discovery shareholders, including activist investor Ancora Capital, who have urged the board to fully explore all available options. While Warner Bros. Discovery initially rejected Paramount’s unsolicited offers, the latest amendments have prompted a reassessment.
Netflix’s agreement to acquire Warner Bros. Studios and streaming assets had been progressing toward a shareholder vote, tentatively scheduled for April, according to SEC filings. However, the possibility of a competing bid from Paramount has introduced uncertainty into that timeline. Netflix initially offered a combination of cash and stock, but increased the offer to an all-cash deal in response to pressure.
Representatives for Warner Bros. Discovery and Paramount Global declined to comment on the ongoing negotiations. The outcome of the situation remains unclear, with both Paramount and Netflix having indicated a willingness to increase their bids to secure a deal for Warner Bros. Discovery.
