Paramount is doubling down on its efforts to acquire Warner Bros. Discovery by strengthening its existing $30-per-share offer with new financial incentives aimed directly at shareholders. According to Deadline, Paramount has introduced a $0.25-per-share “ticking fee” that would be paid to WBD investors for each quarter the deal remains unfinished after December 31, 2026. The additional payment is estimated to add roughly $650 million in value each quarter and signals Paramount’s confidence that its acquisition could move through regulatory approval without major delays. The offer is being led by Paramount Skydance CEO David Ellison (Top Gun: Maverick, Mission: Impossible – Dead Reckoning), who has been at the center of the company’s aggressive acquisition strategy, as reported by Deadline.
Paramount has also promised to cover a $2.8 billion termination fee owed to Netflix if Warner Bros. Discovery cancels its present agreement with the streaming giant. According to Deadline, WBD has already agreed to sell its studio and streaming assets to Netflix, and business executives have repeatedly pushed shareholders to reject Paramount’s unsolicited takeover offer. The conflict between the businesses has been more public, with executives from Paramount, Netflix, and WBD lobbying content creators, industry unions, investors, and regulators in multiple nations. Netflix, led by co-CEO Ted Sarandos (Red Notice, The Gray Man), recently increased its rival bid by converting its $27.75-per-share plan to an all-cash offer, heightening corporate competition, according to Deadline.
Warner Bros. Discovery has yet to announce a confirmed date for a special shareholder meeting expected to take place in April, where investors will vote on the Netflix acquisition. According to Deadline, WBD continues encouraging shareholders to approve the Netflix transaction while Paramount is actively urging them to reject it and instead tender their shares toward Paramount’s takeover effort. David Ellison and the Ellison family, who maintain major financial backing for Paramount, have also indicated plans to nominate an alternative slate of directors for WBD’s upcoming annual meeting, potentially expanding the battle into corporate governance territory, as reported by Deadline.
Both potential acquisitions are expected to take time to finalize, particularly as Netflix’s proposal does not include WBD’s cable networks. According to Deadline, the Netflix agreement would require Warner Bros. Discovery to spin off its linear television business into a separate publicly traded entity called Discovery Global. Paramount, however, is attempting to acquire the company in full, which could reshape how the studio’s film, television and streaming divisions operate within the broader entertainment landscape, Deadline reports.
Paramount’s revised offer also includes several financial assurances designed to address concerns raised by Warner Bros. Discovery’s board of directors. According to Deadline, Paramount has pledged to eliminate a potential $1.5 billion financing cost by backing an exchange offer that would relieve WBD of certain bondholder obligations. The company further promised to reimburse shareholders for that expense without reducing a separate $5.8 billion termination fee that Paramount and Netflix would owe WBD if either acquisition fails to close. WBD’s board has acknowledged receiving Paramount’s updated proposal and stated it will review the new terms carefully, though it continues to support the Netflix deal and has advised shareholders not to take action on Paramount’s latest offer, as noted by Deadline.
As stated by Deadline, WBD’s current debt issues have also been resolved by Paramount, especially with reference to the company’s $15 billion bridge loan. If WBD’s present lenders decline to extend the loan’s maturity, Paramount said its financial partners are willing to do so, with Paramount paying any additional expenses associated with the extension. As an alternative, Paramount has stated that, provided the debt is still redeemed at rates that are commercially reasonable, it would let WBD to seek permanent funding under its preferred structure. According to Deadline, the business also said it is prepared to offer operational flexibility between signing and closure, including matching the interim operating arrangements that Netflix has proposed.
The amended acquisition bid is backed by a significant financing package that includes $43.6 billion in equity commitments from the Ellison family and RedBird Capital Partners. According to Deadline, the offer also includes $54 billion in debt financing secured through major institutions including Bank of America, Citigroup and Apollo. The financing plan is further strengthened by an irrevocable personal guarantee from Oracle co-founder Larry Ellison (Oracle, Tesla early investor), valued at $43.3 billion, which would cover equity financing obligations and potential damages related to the deal, Deadline reports.
In a public statement filed with the Securities and Exchange Commission, David Ellison stated that Paramount is eager to continue negotiations with Warner Bros. Discovery is required to accomplish the planned deal. According to Deadline, Ellison stated that Paramount’s updated approach aims to address WBD’s financial concerns while also demonstrating the company’s willingness to collaborate. Warner Bros. Discovery has refuted the allegation, noting that it still supports the Netflix transaction; nevertheless, Paramount has also claimed that WBD’s board has regularly declined to discuss previous negotiations. The outcome of the high-stakes corporate battle could fundamentally reshape the global media and streaming market.