WBD has ultimately accepted Paramount’s revised offer to acquire its assets, deeming it “superior” to Netflix’s.
It’s over. After weeks of raising the stakes in a fierce bidding war worth billions, it’s finally Paramount who has won the race against Netflix and is set to acquire media giant Warner Bros Discovery (WBD).
In a statement made this Thursday, February 27, WBD said its board of directors “has determined that the previously disclosed proposal from Paramount Skydance Corporation (PSKY) constitutes a “Company Superior Proposal” as defined in WBD’s merger agreement with Netflix”.
PSKY’s proposal includes a purchase price of US$31.00 per WBD share in cash, plus a daily ticking fee equal to US$0.25 per share per quarter beginning after September 30, 2026, as well as a US$7 billion regulatory termination fee payable by PSKY in the event the transaction does not close due to regulatory matters, in addition to payment by PSKY of the US$2.8 billion termination fee that WBD would be required to pay to Netflix to terminate the existing Netflix merger agreement.
WBD has notified Netflix of its determination, thus triggering a four business day period during which Netflix has the right to propose revisions to its proposal. However, Netflix has already declines moving forward with any new offers.
Netflix issued the following statement in response from co-CEOs Ted Sarandos and Greg Peters: “The transaction we negotiated would have created shareholder value with a clear path to regulatory approval. However, we’ve always been disciplined, and at the price required to match Paramount Skydance’s latest offer, the deal is no longer financially attractive, so we are declining to match the Paramount Skydance bid”.
“Warner Bros. is a world-class organization, and we want to thank David Zaslav, Gunnar Wiedenfels, Bruce Campbell, Brad Singer and the WBD Board for running a fair and rigorous process. We believe we would have been strong stewards of Warner Bros.’ iconic brands, and that our deal would have strengthened the entertainment industry and preserved and created more production jobs in the U.S. But this transaction was always a ‘nice to have’ at the right price, not a ‘must have’ at any price”.
The agreement between PSKY and WBD includes the purchase of its film and television studios, HBO Max and HBO.