Paramount Increases Bid for Warner Bros. Discovery

Paramount increased its bid for Warner Bros. Discovery by submitting a revised offer on February 24, 2026. This triggered a four-day matching window for Netflix and prompted the Warner Bros. Discovery (WBD) board to review the proposal ahead of a March 20 shareholder vote.

Revised Offer and Board Review

Warner Bros. Discovery said in a press release on February 24 that it had received a revised proposal from Paramount Skydance and that the board is reviewing the offer. Under the existing merger agreement, Netflix has four days to match any improved bid, creating a compressed decision window.

Paramount did not disclose the revised price. Its previous offer was $30 per share, valuing the company at about $108 billion. On February 17, WBD told shareholders that a senior Paramount representative had indicated a willingness to pay at least $31 per share and that the bid was not final.

Board Position and Deal Terms

The WBD board reiterated that the Netflix merger agreement remains in effect and continues to recommend the Netflix transaction. It said it will update shareholders after completing its review. Shareholders are scheduled to vote on the Netflix deal on March 20.

Netflix’s binding agreement offers $27.75 per share in cash, valuing the transaction at $82.7 billion. The deal excludes WBD’s cable channels, including HGTV, TBS, Cartoon Network, and TNT. Netflix has committed to a 45-day theatrical window for Warner Bros. films.

Paramount’s revised bid includes a $2.8 billion breakup fee payable to Netflix. Its equity is fully backstopped by Larry Ellison, and its termination fee was increased to match Netflix’s terms.

The Department of Justice has opened antitrust inquiries and sent requests for information to Netflix, Paramount, and WBD. Officials are examining whether the rival bids could harm competition and whether Netflix’s release practices or negotiating leverage with creators raise concerns. Paramount filed for DOJ approval in December 2025 despite lacking a signed agreement with WBD. In mid-February, Paramount stated there was no statutory impediment under U.S. law to closing the proposed transaction. The company has retained former DOJ antitrust chief Makan Delrahim to lead its regulatory strategy.

Political and congressional pressure has complicated the process. A Senate Judiciary subcommittee hearing on February 3 featured testimony from Netflix’s chief executive, while Paramount’s CEO declined to appear in person. Democratic senators sent a February 19 letter urging preservation of transaction records and raising concerns about evasion. The Justice Department’s antitrust chief was removed in mid-February. The White House said the president had no preference among the parties, but social-media posts from the president called for the removal of a Netflix board member.

The compressed matching window concentrates decision points and tests Netflix’s matching rights, increasing the likelihood of a swift choice by the streaming company and a rapid board response. Industry dealmakers have warned such contests can inflate costs. Kevin Mayer predicted in December that a bidding war could raise total acquisition costs by $5–10 billion. Overlapping antitrust inquiries and political scrutiny could also affect remedies and timing.

Paramount is pursuing a broad Warner Bros. Discovery takeover that would include CNN, HBO, and studio operations. Meanwhile, WBD plans to spin off its bulk cable-network portfolio into a separate company called Discovery Global and distribute stock in that spinoff to shareholders.

"The Netflix merger agreement remains in effect, and the Board continues to recommend in favor of the Netflix transaction," WBD said in its February 24 statement.