— Paramount Pictures has increased its hostile takeover bid for Warner Bros. Discovery to $31 a share, reopening formal negotiations that could upend an $83 billion sale of large assets to Netflix. Warner Bros. Discovery said the revised $31-per-share proposal could reasonably be expected to produce a “superior proposal” to the Netflix agreement and that talks with Paramount will continue. The company reiterated there is no guarantee the board will find Paramount’s offer superior, a determination that would give Netflix four days to respond with a counterproposal.
Key Takeaways
- Paramount raised its hostile bid to $31 per share on Feb. 24, 2026, up from an earlier $30-per-share offer.
- Warner Bros. Discovery in December agreed to sell a large portion of its business to Netflix for $83 billion, a deal the board called definitive.
- Paramount Skydance previously pitched a full-company acquisition valued at about $108 billion; its approach has been hostile since shareholders were directly targeted.
- Warner Bros. Discovery says Paramount’s revised offer could lead to a “superior proposal,” which would trigger a four-day window for Netflix to submit a counteroffer under the existing agreement.
- The companies reopened discussions after shareholder pressure; Paramount was given until Monday (Feb. 23) to deliver a best-and-final proposal before talks resumed.
- Warner Bros. Discovery cautioned there is no assurance the board will conclude Paramount’s proposal is superior and that negotiations remain fluid.
Background
In December 2025, Warner Bros. Discovery’s board struck an agreement to sell a large portion of its operations to Netflix in a transaction reported at $83 billion, a move that the board framed as a way to maximize value for shareholders while keeping key franchises intact. Paramount Skydance countered with a bid to acquire the entire company, valuing WBD at roughly $108 billion, and later shifted to a hostile campaign that addressed shareholders directly. Over the ensuing weeks shareholders and proxy advisors pressed the company to re-evaluate alternatives, arguing the board should explore offers that might rival or better the Netflix arrangement.
Paramount’s initial public hostile offer stood at $30 a share; until this week it had not increased that per-share figure despite continuing outreach to investors. Warner Bros. Discovery reopened limited talks after shareholder advocacy intensified, and the board set a deadline for Paramount to submit its best and final offer. The new $31-per-share submission represents the first explicit increase to the per-share price in the public record since December.
Main Event
On Feb. 24, Warner Bros. Discovery filed a statement saying Paramount’s updated $31-per-share proposal could reasonably be expected to lead to a superior proposal when compared to the Netflix transaction. The filing did not declare the Paramount bid superior; instead it opened a formal process that could compel Netflix to attempt to preserve its deal by submitting a higher or amended offer within a four-day matching period.
Paramount’s campaign has combined revised financial terms with direct appeals to WBD shareholders, arguing that owning the full company would create greater long-term value. Warner Bros. Discovery’s board has so far defended its December agreement with Netflix as the product of a careful strategic review, but it acknowledged the need to assess any bona fide superior offer from a third party.
Shareholders played a catalytic role: proxy advisers and some large stakeholders signaled discomfort with ending the sale process without testing whether a higher or all-in bid might emerge. That investor pressure prompted the board to reopen discussions and to request clarifying details about Paramount’s intentions, timing and financing assumptions before making any determination.
Analysis & Implications
If the Warner Bros. Discovery board concludes that Paramount’s $31-per-share proposal is superior, Netflix would have a contractual four-day window to match or top that proposal for the covered assets. That kick-in could either preserve the Netflix agreement or trigger a renegotiation that raises the price or alters the scope of the original transaction. For shareholders, the principal consequence is the possibility of a higher near-term payout or a different ownership structure for major franchises and studios.
For Netflix, a matching or improved offer would require reassessing the strategic calculus that underpinned its December bid: how much of WBD’s assets it wants to integrate, the expected synergies for streaming, and the regulatory and financing implications of expanding its content and distribution footprint. Netflix may also weigh the long-term cost of ownership against the ongoing competitive benefits of securing marquee content for its platform.
Paramount’s path to acquiring the whole company remains complex. A full takeover valued near $108 billion, as previously proposed by Paramount Skydance, would demand significant financing and regulatory scrutiny. Regulators in multiple jurisdictions are likely to scrutinize any transaction that aggregates major studios and distribution channels, and antitrust reviews could shape any final structure or compel divestitures.
Comparison & Data
| Offer | Reported Amount | Scope |
|---|---|---|
| Paramount (initial) | $30 per share | Hostile bid for whole company |
| Paramount (revised) | $31 per share | Hostile bid; reopened talks |
| Paramount Skydance (earlier pitch) | $108 billion | Acquisition of entire company (reported) |
| Netflix | $83 billion | Purchase of a large portion of WBD (December agreement) |
The table summarizes the publicly reported figures through Feb. 24, 2026. The per-share figures for Paramount’s proposals are explicit in filings and statements; the headline dollar totals for the Netflix and earlier Paramount Skydance proposals are the reported transaction valuations. Translating per-share bids into enterprise value requires the exact share count and adjustments for debt and assets, which vary by source and are not directly represented by the per-share figures alone.
Reactions & Quotes
Warner Bros. Discovery framed its response in measured language that leaves room for further deliberation while complying with the matching-rights process set out in the Netflix agreement.
“Paramount’s revised proposal could reasonably be expected to result in a superior proposal,”
Warner Bros. Discovery (statement)
The company also emphasized uncertainty and procedural safeguards for evaluating any new offer.
“There can be no assurance that the board will conclude that the transaction proposed by Paramount is superior to the Netflix deal,”
Warner Bros. Discovery (statement)
Market observers noted that shareholder pressure and the public nature of the bids have added urgency to what might otherwise have been a private negotiation between bidders and the board.
“The reopened dialogue reflects both investor impatience and the strategic weight of these assets in streaming competition,”
Independent media analyst (comment)
Unconfirmed
- Whether Paramount’s $31-per-share bid will ultimately be judged superior to the Netflix agreement remains undecided and subject to board review.
- It is not yet known whether Netflix will submit a counterproposal within the four-day matching window if the board finds Paramount’s offer superior.
- Details of Paramount’s financing plan and any conditional terms in the revised proposal have not been fully disclosed publicly.
Bottom Line
The Paramount revision to $31 per share transforms what had been a largely settled sale toward Netflix into an open competitive process again, at least procedurally. For shareholders, the immediate upside is the possibility of a higher transaction price or improved terms; for management and advisors, it raises the stakes of a rapid review under both fiduciary and contractual constraints.
Strategically, the episode underscores how valuable legacy studio assets remain in the streaming era and how acquisition battles can reshape industry alignments. Watch for a short, intense window of activity: if Warner Bros. Discovery concludes the Paramount bid is superior, Netflix will have four days to decide whether to match, thereby determining whether this contest ends in a higher-price deal, a reworked transaction, or renewed rivalry.