Overview
- Netflix granted Warner Bros. Discovery a limited waiver through Feb. 23 to engage Paramount Skydance for a binding “best and final” bid and to address outstanding deficiencies in prior proposals.
- Paramount’s cash offer targets the entire company at about $30 per share and includes incentives such as covering the $2.8 billion termination fee to Netflix, a ticking fee if closing slips past late 2026, and support for WBD’s debt refinancing.
- Warner Bros. Discovery continues to back Netflix’s signed deal to acquire the studio and HBO Max for $27.75 per share (about $72 billion in cash and roughly $83 billion enterprise value) via a split‑asset structure.
- WBD disclosed that a senior Paramount representative indicated a willingness to discuss $31 per share if talks were authorized, though no binding increase has been submitted.
- Under the merger agreement, Netflix retains the right to match any superior binding offer, as activists press WBD to consider Paramount even as formal tenders to PSKY remain under 2% of shares outstanding.