Warner Bros Discovery (WBD) has said its board of directors will review Paramount Skydance’s revised hostile takeover offer before making any decision regarding its existing merger agreement with Netflix.
In a statement issued on Tuesday (February 10), WBD confirmed that it had received an amended, unsolicited tender offer from David Ellison’s Paramount Skydance to acquire all outstanding shares of WBD common stock. 

The company said its board, “consistent with its fiduciary duties and in consultation with its independent financial and legal advisors, will carefully review and consider Paramount Skydance’s offer in accordance with the terms of WBD’s agreement with Netflix, Inc.”

For now, the board has not altered its recommendation in favour of the Netflix merger agreement. WBD said it will inform shareholders of its position after completing its review of the revised proposal. A response to Paramount’s latest offer is expected within 10 business days.

Shareholders have been advised not to take any action at this time regarding the amended tender offer.
Earlier on Tuesday, Paramount enhanced the terms of its $30-per-share hostile bid. The updated proposal includes an additional commitment to pay WBD shareholders 25 cents per share — approximately $650 million in cash per quarter — for every quarter the proposed acquisition remains incomplete beyond December 31, 2026.

Paramount also pledged to cover the $2.8 billion termination fee payable to Netflix if WBD shareholders accept its offer.

Netflix and Warner Bros Discovery first announced their agreement on December 5. Last month, amid Paramount’s takeover attempt, Netflix revised its $83 billion proposal for Warner Bros.’s studios and HBO Max to an all-cash offer of $27.75 per share, replacing its earlier cash-and-stock structure.

The Netflix deal does not include Discovery Global, the entity that houses WBD’s linear television assets such as CNN, TBS and HGTV, along with Discovery+. That division is set to be spun off from Warner Bros Discovery.