Warner Bros. Discovery Reviewing Sweetened Paramount Bid Amid Netflix Deal Standoff
David Ellison and David Zaslav FRAZER HARRISON/GETTY IMAGES; RODIN ECKENROTH/WIREIMAGE
The escalating media mega-deal battle intensifies as WBD weighs Paramount’s revised offer while still backing Netflix.
The high-stakes bidding war surrounding Warner Bros. Discovery just took another turn. The media giant confirmed Tuesday that its board is formally reviewing a newly sweetened takeover proposal from David Ellison’s Paramount, even as the company continues to publicly support its previously agreed deal with Netflix.
According to WBD’s statement, the revised proposal arrived during a limited waiver window and is now under evaluation by the company’s financial and legal advisors. The board stopped short of signaling any shift in direction, reiterating that the existing merger agreement with Netflix remains in effect and that shareholders are still being urged — for now — to support that transaction.
The precise terms of Paramount’s updated bid have not been fully disclosed, though earlier offers included a $30-per-share proposal paired with a “ticking fee” structure designed to increase value the longer the deal takes to close. Paramount has been aggressively sweetening its pitch in recent weeks, signaling just how strategically important Warner Bros. Discovery’s assets have become in the evolving streaming landscape.
Paramount’s broader pressure campaign has included a direct appeal to shareholders as it attempts to disrupt the previously announced $82.7 billion Netflix transaction unveiled in December and later amended to an all-cash structure. The company has also pledged to cover the sizable breakup fee owed to Netflix should WBD walk away, alongside commitments aimed at refinancing and cost reductions that could make the deal more attractive on paper.
David Ellison framed the revised proposal as a materially strengthened offer, emphasizing certainty of value and regulatory clarity. Whether that messaging resonates with WBD’s board remains the central question now facing the market.
For its part, Netflix is widely expected to monitor the situation closely. Under the existing agreement, the streamer has the ability to respond to competing bids, raising the possibility of a formal match or further escalation. However, the structure of the Netflix deal — which focuses specifically on the Warner Bros. studio and HBO assets rather than the entirety of WBD — complicates any direct apples-to-apples comparison.
Wall Street is already signaling caution. Analysts have warned that the ongoing uncertainty around the transaction is weighing on Netflix’s stock performance, with Guggenheim Securities noting the drawn-out process could remain a sentiment overhang in the near term. MoffettNathanson similarly suggested the streaming giant’s shares may struggle to rebound while the potential bidding war remains unresolved.
Behind the scenes, the pressure on WBD’s leadership is mounting. Some smaller shareholders have reportedly pushed the company to more fully engage with Paramount’s overtures, while the board continues to walk a careful line between evaluating fiduciary obligations and maintaining deal stability.
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The timing adds further urgency. With a shareholder vote on the Netflix transaction scheduled for March 20, the window for any dramatic shift is narrowing. Yet in today’s volatile media consolidation environment — where scale, streaming economics and global distribution remain paramount — few observers are ready to declare the outcome final.
Regulatory scrutiny could still become a decisive factor as well, particularly given the size and complexity of any potential transaction involving major studio and streaming assets. For now, however, Warner Bros. Discovery appears intent on signaling stability publicly while keeping its strategic options open behind closed doors.
One thing is increasingly clear: the fight for Warner Bros. Discovery has evolved into one of the most consequential media deal battles in years. Whether it ends with Netflix, Paramount, or an unexpected twist may ultimately reshape the competitive balance of the streaming era.
