- A senior Paramount representative had indicated a willingness to pay $31 per share.
- Warner Bros said Netflix’s agreement offers stronger closing certainty and minimal financing exposure compared with Paramount.
- Warner Bros. Discovery also proposed revisions that would require Paramount to assume certain refinancing costs.
Warner Bros. Discovery, Inc. (WBD) has opened a brief window to engage with Paramount Skydance (PSKY) even as it scheduled a March 20 shareholder vote on its proposed merger with Netflix, Inc. (NFLX).
The company said that Netflix has granted it a limited seven-day waiver under its merger agreement, allowing discussions with Paramount Skydance through February 23.
Following the update, Warner Bros. Discovery stock traded over 2% higher in Tuesday’s premarket. On Stocktwits, retail sentiment around the stock remained in ‘extremely bullish’ territory while message volume shifted to ‘normal’ from ‘high’ levels in 24 hours.
Board Reaffirms Support For Netflix Deal
Despite the temporary reopening of talks, the Warner Bros. Discovery board said it continues to unanimously support the Netflix transaction. Directors also urged shareholders to reject Paramount Skydance’s tender offer, citing unresolved issues in amended deal documents filed with regulators.
Paramount Signals Higher Bid, But Questions Remain
According to the company, a senior Paramount representative recently indicated a willingness to pay $31 per share and suggested that figure was not its highest bid. However, Warner Bros. Discovery said that price and other verbal assurances were not reflected in the latest written merger draft submitted by Paramount
Paramount has pursued Warner Bros. since September, initially prompting the media company to explore strategic alternatives. After losing out to Netflix, Paramount launched a hostile tender offer at $30 per share and later raised its proposal.
On February 11, Paramount increased its $30-per-share cash offer and introduced a ticking fee, which would add an extra $0.25 per share in cash for WBD investors. Paramount said this would amount to about $650 million in additional cash for each quarter the deal remains unfinished after Dec. 31, 2026.
Concerns Over Financing And Terms
In a letter addressed to Paramount’s board, Chair Samuel A. Di Piazza, Jr. and CEO David Zaslav outlined outstanding concerns, including financing risk and equity funding certainty. The company said Netflix’s agreement offers stronger closing certainty and minimal financing exposure compared with Paramount.
Warner Bros. Discovery also proposed revisions requiring Paramount to assume certain refinancing costs and clarify equity backstop commitments if debt financing falls through.
WBD stock has gained over 163% in the last 12 months.
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