Warner Bros. Discovery Reviews Paramount Skydance Bid, Maintains Netflix Merger Support

Warner Bros. Discovery frames review of Paramount Skydance bid around Netflix pact

Warner Bros. Discovery says it receives an amended unsolicited tender offer from Paramount Skydance on Feb. 10, 2026, and places its immediate focus on reviewing the proposal within the constraints of an existing merger agreement with Netflix. The WBD board, working with independent financial and legal advisers, is conducting a careful assessment of strategic and fiduciary implications while leaving its recommendation supporting the Netflix Merger Agreement unchanged for now. The company explicitly tells its shareholders not to take any action in response to the amended tender offer while that review is ongoing.

Company executives and directors are emphasizing contract adherence and governance procedures as they evaluate the approach from Paramount Skydance, signaling that any response will be coordinated with counsel and advisors and will reflect WBD’s fiduciary duties. The move underscores the complexities of competing proposals when a binding agreement with a third party is already in place, and highlights the board’s role in balancing potential alternative transactions against contractual obligations and long-term strategic plans for the combined media and streaming assets. Management stresses prompt coordination with advisers but refrains from altering its stance on the Netflix deal until the review reaches a conclusion.

The review process is likely to consider operational integration challenges, content portfolio alignment and regulatory considerations across WBD’s global brands, including HBO, Warner Bros. Pictures, CNN and discovery+; any shift in recommendation would follow the board’s completion of a full due diligence and legal analysis of how the amended offer interacts with the Netflix Merger Agreement. By maintaining its current recommendation, the board signals continuity in execution of its existing strategy while reserving the right to update shareholders after a comprehensive evaluation.

Advisers named and regulatory filings

Warner Bros. Discovery appoints Allen & Company, J.P. Morgan and Evercore as financial advisers and engages Wachtell, Lipton, Rosen & Katz and Debevoise & Plimpton LLP as legal counsel. The company files a solicitation/recommendation statement on Schedule 14D-9 with the U.S. Securities and Exchange Commission and urges investors and security holders to read the full filings available free at www.sec.gov for complete details.

Corporate background and shareholder access

WBD notes that free copies of its solicitation/recommendation statement and other filings will be available from the SEC and, when published, from Warner Bros. Discovery. The company describes itself as a global media and entertainment operator behind brands including Discovery Channel, HBO Max, discovery+, CNN, DC, TNT Sports, Eurosport, HBO, Warner Bros. Pictures and Cartoon Network.