The high-stakes battle for control of Warner Bros. Discovery (WBD) has taken another dramatic turn. Just weeks after the company agreed to sell its studio and HBO Max streaming service to Netflix, the board is now reportedly taking a second look at a sweetened offer from rival bidder Paramount Skydance. This development has temporarily halted the momentum of the Netflix deal and opened the door for a potential second bidding war.
According to a detailed report from Bloomberg News, members of the Warner Bros. board are currently discussing whether the latest proposal from Paramount CEO David Ellison could lead to a better outcome for shareholders . This reassessment comes after Paramount addressed several major concerns that had previously made its bid less attractive. The board has not made a final decision and remains legally bound to its existing agreement with Netflix, but the very fact that they are reconsidering Paramount’s offer is a significant shift .
What Paramount Changed in Its New Offer to Win Over Warner Bros
Paramount’s latest bid, submitted last week, doesn’t just throw more money on the table. It restructures the deal to reduce risk for Warner Bros. shareholders and removes the financial barriers that made walking away from Netflix difficult. The core of the offer remains $30 per share in cash, which is higher than Netflix’s $27.75 per share all-cash offer .
However, the “sweeteners” are what have caught the board’s attention. Paramount has now agreed to cover the massive $2.8 billion breakup fee that Warner Bros. would have to pay Netflix if it terminates their current agreement . This removes a huge financial penalty that was essentially acting as a lock-in for the Netflix deal.
To address worries about Warner Bros.’ debt, Paramount is offering to backstop a debt refinancing plan. Perhaps most importantly for investors seeking certainty, Paramount has promised to compensate shareholders with an extra cash payment—a so-called “ticking fee”—if the deal is not completed by December 31, 2026 . This shows the Ellison-led group is confident they can get regulatory approval quickly.
“We are making meaningful enhancements — backing this offer with billions of dollars, providing shareholders with certainty in value, a clear regulatory path, and protection against market volatility,” David Ellison said in a statement regarding the new terms .
Why the Netflix Deal Is No Longer a Sure Thing
Just a few weeks ago, it looked like Netflix had won the race. In January 2026, Netflix converted its mixed cash-and-stock proposal into a clean $27.75 per share all-cash offer for Warner Bros.’ film studio and HBO Max . This was seen as a way to provide certainty to shareholders and close the deal quickly.
But despite having a “binding agreement,” the board has a fiduciary duty to consider offers that might deliver better value. The pressure is mounting from Wall Street. Activist investors, including Ancora Holdings Group and Pentwater Capital Management, have publicly urged the board to engage with Paramount . Ancora, which has built a nearly $200 million stake in Warner Bros., plans to oppose the Netflix deal, arguing the board didn’t properly negotiate with Paramount .
While the majority of shareholders haven’t flocked to Paramount yet—with less than 2% of outstanding shares tendered to the rival bid so far—the investor sentiment is clearly pushing for a better deal .
The Valuable Assets at the Heart of the Hollywood Bidding War
To understand why both Netflix and Paramount are fighting so hard, you have to look at what Warner Bros. actually owns. We aren’t just talking about a simple movie studio. The assets on the table include:
- The Warner Bros. Film Studio: One of the oldest and most prestigious studios in Hollywood.
- HBO Max: A major streaming platform with millions of subscribers.
- Massive Content Library: Thousands of films and TV shows that are valuable for streaming catalogs.
- Major Franchises: This is the big one. Warner Bros. controls intellectual property that is the envy of the industry, including “Game of Thrones,” “Harry Potter,” and the DC Comics universe featuring Batman and Superman .
Owning these franchises means having guaranteed hits for years to come. For Netflix, adding HBO Max and Warner Bros. would instantly solidify its position as the dominant global streamer. For Paramount, which already owns CBS and MTV, acquiring these assets would create a traditional media powerhouse capable of competing with anyone .
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What Happens Next: A Potential Second Round of Bidding
The ball is now in Warner Bros.’ court. If the board decides that Paramount’s revised proposal is worth pursuing, they must formally notify Netflix . This would trigger a clause in their agreement that allows Netflix to match any superior offer.
This could lead to exactly what Wall Street loves: a bidding war. Both sides have signaled they aren’t done yet. David Ellison has stated that this current offer is not his “last and final bid,” and Netflix executives have told shareholders they could go higher as well .
However, both companies are walking a tightrope. Netflix shares have fallen more than 40% from their June peak, partly because investors are worried the company is paying too much for this deal . Overspending could hurt them in the long run.
Chris Marangi, co-chief investment officer at Gabelli Funds, noted that while it was disappointing Paramount didn’t raise the per-share price this time, the creative structuring of the deal is a smart move. “Like the Warner Bros. board, I want to see a sweetened offer,” he said .
For now, the future of Warner Bros. hangs in the balance. Will they stick with the certainty of Netflix, or gamble on the higher price and complex structure offered by Paramount? One thing is clear: this Hollywood drama is far from over.
Thank you for reading this detailed breakdown of the Warner Bros. bidding war. For more of the latest updates on streaming wars, corporate mergers, and entertainment news, keep checking back with VvipTimes.
