Warner Bros. Reopens Talks with Paramount—But Still Backs Netflix
It's been two weeks since I covered the Senate hearing where Ted Sarandos faced tough questions about Netflix's $82.7 billion Warner Bros. acquisition.
Since then? Things got even messier.
Warner Bros. Reopens Talks with Paramount (February 17, 2026)
Today: Warner Bros. Discovery reopened negotiations with Paramount, giving them a one-week window until February 23 to make their "best and final offer."
Netflix granted WBD a waiver to allow these talks to happen. Ted Sarandos said: "Let them make a move."
Warner Bros. said in a regulatory filing that it rejected Paramount's latest $30/share offer but would give the company until Feb. 23 to "make its best and final offer."
The board made it clear: "Our Board has not determined that your proposal is reasonably likely to result in a transaction that is superior to the Netflix merger. We continue to recommend and remain fully committed to our transaction with Netflix."
Paramount Sweetened Its Offer (But Didn't Raise the Price)
February 10: Remember when Paramount said back in January they weren't going to raise their $30/share price? Well, they technically didn't—but they added a bunch of extras:
Paramount enhanced its bid by adding:
- A $0.25 per share "ticking fee" for every quarter the deal fails to close after December 31, 2026 (worth about $650 million per quarter)
- An offer to pay Netflix's $2.8 billion breakup fee
- Coverage of $1.5 billion in debt refinancing costs
- Larry Ellison's personal guarantee increased to **$43.3 billion**
So they're basically saying "we're not raising the price... but here's a bunch of extra money if things take longer." Classic corporate speak. 😂
Shareholder Vote Set for March 20
Today: Warner Bros. Discovery set a special shareholder meeting for **March 20, 2026** to vote on the Netflix deal.
WBD filed a definitive proxy statement recommending shareholders approve the Netflix transaction.
DOJ Antitrust Chief Exits
February 12: Gail Slater, head of the DOJ's Antitrust Division, announced her departure—forced out amid tensions with other Trump administration officials.
Her exit comes right in the middle of the DOJ reviewing the Netflix-Warner Bros. merger and investigating Paramount's competing bid. Two people directly familiar with the matter said Slater lost the support of Vice President JD Vance and Attorney General Pam Bondi.
Slater wrote on X: "It is with great sadness and abiding hope that I leave my role as AAG for Antitrust today."
DOJ Expands Investigation into Netflix
February 6: The DOJ expanded its investigation beyond standard merger review, now probing whether Netflix engaged in anticompetitive practices using Section 2 of the Sherman Act (targeting monopolization).
The investigation isn't just about the Warner Bros. deal—it's a "broad-based probe" over whether Netflix "operates as a monopoly with significant pricing power" in the streaming market.
The DOJ decision is expected by June 2026.
Where Things Stand
Netflix's position:
- $27.75/share all-cash ($82.7 billion total)
- Granted WBD a 7-day waiver to talk with Paramount
- Sarandos said "let them make a move"
- Shareholder vote scheduled for March 20
- DOJ expanded investigation into monopolization concerns
Paramount's position:
- Enhanced offer to $30/share + $0.25/quarter ticking fee
- Offered to pay Netflix's $2.8 billion breakup fee
- Larry Ellison's personal guarantee now $43.3 billion
- Has until February 23 to make "best and final offer"
- David Ellison declined to testify at the Senate hearing
Warner Bros.' position:
- Rejected Paramount's latest $30/share offer
- Reopened talks with Paramount (7-day window ending Feb 23)
- Board still recommends Netflix deal
- Shareholder vote March 20
The wild cards:
- DOJ Antitrust Division head just resigned
- DOJ expanded investigation into Netflix's monopolization practices
- Paramount sweetened its offer significantly (without technically raising the price)
- Netflix granted a waiver but seems confident
What This Actually Means
Warner Bros. is giving Paramount one last chance to make a serious offer—but the board made it crystal clear they still prefer Netflix's deal.
The DOJ investigation is getting more serious, expanding beyond just the merger to probe whether Netflix is a monopoly. And the person who was supposed to oversee that investigation just resigned under pressure.
Paramount's strategy of adding sweeteners without raising the per-share price is clever—they can say they didn't cave to Warner Bros.' demands while still offering more money. But Warner Bros. has rejected it anyway.
The shareholder vote on March 20 is the real deadline. If shareholders approve the Netflix deal, Paramount's hostile bid is effectively dead. If they reject it, this bidding war starts all over again.
Stay tuned for more, cause there's bound to be more to this story...
Got thoughts on this mess? Find me on Mastodon at @ppb1701@ppb.social
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