WBD presses Paramount for final offer as Netflix deal advances

Warner Bros Discovery has told Paramount to submit its “best and final offer” within seven days.

The development adds another chapter in the escalating high-stakes battle for control of the film and streaming company as it moves forward with a proposed deal with Netflix.

The ultimatum follows months of rejected approaches from Paramount and is intended to force the bidder either to improve its proposal or step aside.

The move comes after Netflix granted Warner Bros Discovery a one-week waiver under its merger agreement, allowing the company to hold talks with Paramount and attempt to “fully and finally resolve this matter.”

Board seeks clarity after repeated bids

The deadline reflects mounting frustration within the board of Warner Bros Discovery over Paramount’s prolonged pursuit.

Paramount has launched a $108 billion hostile bid for WBD, including its cable television assets that are not covered under the Netflix agreement.

Paramount has made multiple approaches since October, all of which have been rejected.

As per the statement, this latest push followed contact last week between a senior Paramount representative and a WBD executive, during which Paramount suggested it could raise its offer to $31 a share from $30.

However, WBD said no revised proposal was subsequently submitted.

The representative had also indicated that the bid could go higher, according to WBD, but no formal increase has materialised yet.

Zaslav cites “deficiencies” in Paramount proposal

WBD Chief Executive Officer David Zaslav said the company would use the seven-day window to determine whether Paramount could address shortcomings in its bid.

In a statement, Zaslav said WBD would hold talks to see if Paramount could resolve the “deficiencies” in its offer and present “an actionable, binding proposal that provides superior value.”

He added that the board was seeking clarity on whether Paramount was prepared to make a concrete and improved offer.

The company also disclosed that it would hold a shareholder vote on the Netflix transaction on March 20.

The board said it continued to favour the Netflix deal and would recommend that shareholders reject Paramount’s proposal.

Netflix maintains disciplined stance

Netflix, which has agreed to acquire WBD in a deal valued at about $83 billion, has maintained that its offer is final.

Netflix said during negotiations last year that it would not raise its bid.

In a statement, Netflix said: “We granted WBD a narrow seven-day waiver of certain obligations under our merger agreement to allow them to engage with [Paramount] to fully and finally resolve this matter.”

The company also accused Paramount of misrepresenting regulatory risks.

It said Paramount had “repeatedly mischaracterised the regulatory review process by suggesting its proposal will sail through, misleading WBD stockholders about the real risk of their regulatory challenges around the world.”

Regulatory and shareholder pressure builds

Paramount last week sweetened its hostile bid by offering to compensate shareholders if regulators delayed completion of the transaction.

However, it stopped short of increasing the headline price.

The company has also questioned whether Netflix would be able to secure regulatory approval for a WBD acquisition.

Netflix countered that Paramount did not have an “easier or faster path” to approval.

Meanwhile, activist investors have begun to take positions in the dispute.

Ancora Holdings recently disclosed a $200 million stake in WBD and has publicly opposed the Netflix deal.

Paramount is also said to be in talks to nominate Pentwater Capital Management, a major WBD shareholder, to its board as part of its campaign.

Shares in Paramount rose about 4% in premarket trading on Tuesday, while WBD shares were up around 3%, having closed the previous session at $28.