Warner Bros Recommends Netflix Deal, Engages Paramount for March 20 Vote
Warner Bros. Discovery (WBD) is currently amid a crucial decision regarding its future, particularly in relation to proposed merger offers. A significant contender, Paramount Skydance (PSKY), is seeking to increase its bid for WBD shares to over $31 amidst ongoing negotiations.
Upcoming Shareholder Vote on Netflix Deal
WBD’s board is set to hold a special meeting on March 20, 2026, where shareholders will vote on a merger deal with Netflix. This deal, valued at approximately $83 billion, aims to acquire Warner Bros.’ studios and HBO Max.
- Special meeting scheduled for March 20, 2026.
- Shareholder record date: February 4, 2026.
The board has consistently recommended the Netflix merger, urging shareholders to reject any offers from Paramount. This endorsement comes despite recent attempts by Paramount to negotiate better terms.
Paramount’s Hostile Takeover Efforts
Paramount originally made a hostile offer at $30 per share but amended its offer on February 10, proposing to pay WBD $31 per share if engaged in talks. Additionally, they committed to compensating WBD $2.8 billion, should their acquisition fail by the end of 2026.
In light of these developments, WBD has been authorized to discuss terms with PSKY for a limited seven-day period, which ends on February 23, 2026. During this time, WBD aims to clarify unresolved issues and better understand Paramount’s proposals.
Negotiation Context and Challenges
Warner Bros. Discovery’s board expressed concerns that Paramount’s latest proposals do not present a definitive transaction that could rival the certainty offered by Netflix. WBD’s CEO David Zaslav stated that the company is committed to maximizing shareholder value while remaining open to Paramount’s latest offer—if it can be improved substantially.
Netflix has also emphasized the importance of their agreement, declaring it remains focused on providing value and transparency to WBD shareholders amidst Paramount’s ongoing takeover efforts. They maintained that their merger proposal is the most reliable path for shareholder benefits.
- WBD continues to focus on value for its shareholders.
- Netflix reaffirms its stance that their offer is the only certain agreement.
Details on Paramount’s Financing
Paramount has indicated that its amended offer, evaluated at approximately $108 billion, is financed through significant equity commitments. Key players in this financing include Larry Ellison and RedBird Capital, supplemented by substantial debt backing from major financial institutions.
- Finance sources include:
- Larry Ellison and RedBird Capital Partners
- Bank of America
- Citigroup
- Apollo Global Management
- Involvement of sovereign funds from Saudi Arabia, Qatar, and Abu Dhabi.
As the negotiations proceed, Warner Bros. Discovery remains steadfast in its commitment to the Netflix merger. The outcome of the upcoming shareholder vote will be a pivotal moment in determining the future direction of the company.
