Warner Bros. Discovery shareholders have delivered a resounding rejection to Paramount Skydance’s persistent hostile takeover attempt, overwhelmingly favoring the company’s planned merger arrangement with Netflix instead. In a recent update, Warner Bros. Discovery reported that more than 93 percent of participating shareholders had dismissed Paramount’s cash offer, describing it as an inferior proposal lacking the certainty and overall value provided by the Netflix transaction.
The situation stems from a complex battle for control of Warner Bros. Discovery’s assets, which include major film and television studios, the HBO Max streaming platform, and a portfolio of cable networks and sports properties. Last year, Warner Bros. Discovery entered into an agreement to spin off its Discovery Global division—encompassing channels such as CNN, TNT, TBS, HGTV, Food Network, and Discovery+—in the third quarter of 2026. Following that separation, Netflix would acquire the remaining core operations, including the studios and streaming service, in an all-cash deal initially valued at around $83 billion, though later adjusted to $27.75 per share.
Paramount Skydance, formed through the combination of Paramount Global and Skydance Media and backed by significant investor capital including commitments from high-profile sources, launched a hostile tender offer aiming to acquire Warner Bros. Discovery in full. The bid carried a price of $30 per share in cash, positioning it at a higher enterprise value of approximately $108 billion. Despite this apparent premium, Warner Bros. Discovery’s board has consistently turned down the overtures, rejecting them multiple times and maintaining that the structure introduces unnecessary risks and uncertainties compared to the Netflix path.
Paramount extended the deadline for its tender offer to February 20, 2026, in an effort to gain more traction among shareholders. The company also pursued legal avenues, including a lawsuit seeking greater transparency on financial projections and debt allocations related to the Discovery Global spin-off. Warner Bros. Discovery responded by disclosing additional details in regulatory filings, including five-year forecasts and valuation ranges for the soon-to-be-separated entity, which helped clarify potential shareholder outcomes under the Netflix scenario.
Shareholder sentiment has clearly aligned with Warner Bros. Discovery’s leadership. The strong rejection rate underscores confidence in the Netflix deal’s all-cash nature, which eliminates variables tied to stock performance or integration challenges. Netflix recently enhanced its proposal by shifting to a fully cash-based structure, addressing earlier concerns and bolstering its appeal. This move has made the arrangement appear more straightforward and reliable, especially amid broader industry pressures facing traditional media companies.
For Paramount Skydance, the outcome represents a significant setback in its aggressive expansion strategy. The company has argued that its offer delivers superior overall value and has criticized Warner Bros. Discovery for withholding certain information that could affect perceptions of the spin-off’s impact. However, without a willingness to increase the bid price or alter terms substantially, gaining the required support—potentially over 90 percent of shares—has proven elusive.
The Netflix transaction remains on schedule, pending regulatory approvals and a shareholder vote anticipated in April 2026. The Discovery Global spin-off will proceed as planned, allowing for a cleaner separation of linear television assets from the high-growth studio and streaming segments. This structure aims to unlock value for investors by isolating businesses with different market dynamics and growth trajectories.
The episode highlights the intense consolidation pressures in the media landscape, where streaming dominance, debt management, and content library strength drive strategic decisions. Warner Bros. Discovery’s ability to fend off the hostile bid while advancing its preferred partnership demonstrates the power of shareholder alignment and clear strategic vision in navigating takeover defenses. As the February deadline approaches, Paramount faces mounting challenges to turn the tide, while Warner Bros. Discovery moves closer to reshaping its future through the Netflix collaboration.
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