Warner Bros. Discovery said its board will review Paramount Skydance‘s latest hostile takeover offer — which incorporates some recent financial commitments — before it officially accepts or rejects the rival bid to its sale agreement with Netflix.
Warner Bros. Discovery on Tuesday confirmed it received the amended, unsolicited tender offer from David Ellison’s Paramount Skydance to accumulate the entire outstanding shares of WBD common stock.
The corporate issued an announcement with boilerplate language that said the WBD board of directors, “consistent with its fiduciary duties and in consultation with its independent financial and legal advisors, will fastidiously review and consider Paramount Skydance’s offer in accordance with the terms of WBD’s agreement with Netflix, Inc.”
For now, the WBD board “isn’t modifying its suggestion with respect to the Netflix Merger Agreement. WBD will review the amended tender offer and advise its stockholders of the Board’s suggestion after the completion of that review.” A solution to Paramount’s latest offer is due inside 10 business days.
WBD added that shareholders “are advised to not take any motion presently with respect to the amended Paramount Skydance tender offer.”
Earlier Tuesday, Paramount upgraded the terms of its hostile $30/share offer for WBD in its entirety. That included the extra promise of paying Warner Bros. Discovery shareholders 25 cents per share — roughly $650 million in money each quarter — for each quarter the proposed Paramount acquisition of WBD isn’t closed beyond Dec. 31, 2026. Amongst other recent pledges, Paramount said it will pay the $2.8 billion termination fee as a consequence of Netflix if WBD shareholders accept Paramount’s offer.
Netflix and Warner Bros. Discovery originally announced their agreement on Dec. 5. Last month, amid Paramount’s ongoing hostile takeover campaign, Netflix sweetened the $83 billion deal for Warner Bros.’s studios and HBO Max by switching to an all-cash offer of $27.75/share, replacing its previous cash-and-stock agreement. Not included within the Netflix deal: Discovery Global, an entity housing WBD’s linear TV assets like CNN, TBS and HGTV in addition to Discovery+, that might be spun off from Warner Bros. Discovery.