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Paramount’s Higher Offer Puts Pressure on Netflix’s Warner Bros. Deal

Paramount submits a higher offer for Warner Bros. Discovery, intensifying its takeover battle with Netflix ahead of the March 20 shareholder vote.
February 24, 2026

The battle for Warner Bros. Discovery has entered a more aggressive phase, with Paramount Global — backed by Skydance — reportedly submitting a higher revised offer in a bid to outmaneuver Netflix and seize control of the media giant.

After initially proposing an all-cash bid valued at roughly $30 per share — amounting to approximately $108 billion for the full company — Paramount has now signaled willingness to increase that figure beyond $31 per share during an active negotiation window opened by WBD’s board. The escalation marks a significant shift in tone, transforming what began as a competing proposal into what increasingly resembles a hostile takeover campaign.

The stakes are enormous. Netflix already has a negotiated agreement in place to acquire Warner Bros. Discovery’s studio and streaming assets for an estimated $82.7 billion, a deal valued at up to $27.75 per share. Crucially, that agreement is backed by WBD’s board and is scheduled for a shareholder vote on March 20.

Paramount’s strategy, however, differs fundamentally from Netflix’s narrower bid. Rather than targeting select assets, Paramount has positioned its offer as an acquisition of the entire Warner Bros. Discovery entity — including linear television networks and news operations. By proposing a full-company purchase at a higher per-share valuation, Paramount is appealing directly to shareholders who may view the offer as financially superior.

In recent days, the momentum appears to be tilting toward Paramount — at least in perception. Analysts have suggested that a bid exceeding $31 per share would materially outpace Netflix’s current deal terms. Paramount has also reportedly included financial sweeteners such as a quarterly “ticking fee” — approximately 25 cents per share per quarter if the deal does not close by a specified deadline — adding incremental value that could total hundreds of millions of dollars for investors.

Yet momentum in mergers and acquisitions is not purely about price.

Netflix retains several structural advantages. The streaming giant’s agreement includes a right-to-match clause, meaning it can counter any superior offer that Paramount presents. Additionally, WBD’s board has thus far publicly recommended the Netflix transaction, suggesting internal alignment around the strategic logic of that combination.

From a regulatory perspective, both deals face scrutiny. A Netflix-WBD merger would consolidate major studio and streaming assets under one of the world’s largest subscription platforms, raising potential antitrust concerns in the U.S., European Union and U.K. Paramount has countered that its structure may pose fewer regulatory complications, though any mega-media merger in 2026 will attract close examination.

Paramount’s approach is also increasingly shareholder-centric. Reports indicate the company is directly engaging investors and, if necessary, preparing to mount a proxy fight should the board resist further negotiations. Activist investor interest has further complicated the landscape, with certain shareholders signaling openness to a higher all-cash offer over Netflix’s partially asset-focused proposal.

Strategically, the difference between the two bids reflects diverging visions of the industry’s future.

Netflix’s acquisition would deepen its vertical integration, adding Warner Bros.’ film and television library, franchise IP and HBO-branded streaming infrastructure to its global ecosystem. The move would solidify Netflix’s dominance in premium streaming and original production.

Paramount’s play, meanwhile, is more defensive and consolidation-driven. By absorbing Warner Bros. Discovery outright, Paramount would create a sprawling traditional-and-digital hybrid media conglomerate, potentially strengthening its negotiating leverage in advertising, theatrical distribution and streaming bundling. For Paramount, the deal represents scale — a necessary shield in an increasingly competitive landscape dominated by tech giants.

The question now is whether Paramount can convert financial momentum into transactional reality.

The seven-day negotiation window opened by WBD’s board provides a narrow opportunity for Paramount to formalize what it describes as its “best and final” offer. If the revised bid convincingly surpasses Netflix’s terms — and withstands due diligence — the board could be compelled to reconsider its recommendation.

But Netflix’s match rights and entrenched board support mean Paramount must not only bid higher but also provide certainty. In high-stakes M&A battles, execution risk often outweighs incremental valuation gains. Shareholders will weigh closing probability, regulatory exposure and integration complexity alongside price.

Time is also a factor. With the March 20 shareholder vote looming, Paramount must act decisively. Delays could allow Netflix to reinforce investor confidence in its proposal.

The broader industry is watching closely. This contest is not merely about one company acquiring another — it is a referendum on where the power center of global entertainment will sit in the next decade. Will it consolidate further under a streaming-first titan, or will legacy media companies band together to counterbalance Silicon Valley dominance?

For now, Paramount appears to have gained narrative momentum by increasing its bid and intensifying shareholder outreach. Whether that momentum translates into a signed agreement remains uncertain.

In media megadeals, the highest bidder does not always win — but in this sweepstakes, the margin may be decided by just a few dollars per share.

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