Skydance

Feb. 16 (UPI) — Warner Bros. Discovery is considering reopening talks with Paramount Skydance after Paramount sweetened its offer to buy the company last week, sources say.

Bloomberg News first reported Sunday that WBD was considering the offer.

In October, Warner Bros. said it was open to offers, and on Dec. 5, after a bidding war between Netflix and Paramount, WBD agreed to Netflix’s offer. Then Paramount launched a hostile bid to buy WBD, but the board wasn’t budging. Then Paramount announced that Oracle creator Larry Ellison was backing the deal with $40 billion in equity. On Jan. 20, Netflix changed its offer to all cash, then on Feb. 10, Paramount did the same and added some sweeteners.

The sweetened deal included paying the $2.8 billion termination fee that WBD would owe Netflix and an agreement to back WBD’s debt costs. It also agreed to pay a ticking fee of 25 cents per share for each quarter the deal is delayed, starting in 2027, totalling about $650 million in cash per quarter.

Paramount and Netflix have both said they would be willing to raise their bids, Bloomberg reported. This is the first time, though, that WBD has given serious consideration to Paramount’s offer. It has until Feb. 25 to respond to Paramount’s offer.

Some WBD shareholders, including the investment firm Ancora, have expressed concerns with Netflix’s deal. One main issue is whether it would pass federal scrutiny. Paramount’s connection with Larry Ellison is a bonus because he’s friendly with President Donald Trump, who has said he would get involved with the process.

Last week, Paramount appointed Rene Augustine as its senior vice president of global public policy. Augustine is a former lawyer in the Trump administration, further bolstering Paramount’s regulatory clout.

Netflix has said it’s confident it can pass regulatory scrutiny. Its co-CEO Ted Sarandos faced a Senate hearing on Feb. 4 about the deal. Paramount didn’t participate.

Warner Bros. is waiting for the Security and Exchange Commission to approve its filings, which would allow it to schedule a shareholder vote on the Netflix offer.

Feb. 10 (UPI) — Paramount Skydance announced enhancements to its offer to buy Warner Bros. Discovery as it tries to woo shareholders away from Netflix.

Paramount added a 25-cent-per-share ticking fee, adding up to $650 million cash value per quarter that the transaction doesn’t close beginning in January 2027. It also said it would pay the $2.8 billion termination fee that would be due to Netflix.

The sweetening of the Paramount deal is the latest in the ongoing battle against Netflix to buy the company, which includes Warner Bros. Studios, HBO and HBO Max, among other titles. WBD shareholders must vote to choose between Netflix and Paramount, and the merger must pass federal scrutiny.

In October, Warner Bros. said it was open to offers after getting unsolicited ones. On Dec. 5, after a bidding war between Netflix and Paramount Skydance, Warner Bros. said it would accept Netflix’s offer.

Then Paramount launched a hostile bid to buy WBD. The Warner Bros. board told shareholders not to accept the Paramount bid because Oracle creator Larry Ellison, father of Paramount CEO David Ellison, wasn’t backing the deal. On Dec. 22, Paramount said that it has Larry Ellison’s backing of $40 billion in equity. On Jan. 20, Netflix changed its offer to all cash to make it more attractive to shareholders.

In the new deal, Paramount would eliminate the potential $1.5 billion financing costs that would come with the debt exchange offer. Paramount would fully reimburse WBD shareholders for the $1.5 billion fee without reducing the $5.8 billion reverse termination fee if the deal doesn’t close.

Paramount said it will also cover WBD’s bridge loan if its financing sources won’t extend theirs, including covering the costs.

Paramount’s financing again includes an irrevocable personal guarantee from Larry Ellison of $43.3 billion, covering the equity financing for Paramount’s amended offer as well any damages claims against Paramount.

“The additional benefits of our superior $30 per share, all-cash offer clearly underscore our strong and unwavering commitment to delivering the full value WBD shareholders deserve for their investment,” said David Ellison, Paramount chair and CEO, in a statement. “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.”

On Feb. 4, Netflix Co-CEO Ted Sarandos testified before the Senate Judiciary Committee’s antitrust subcommittee on the merger. Paramount declined to participate.