Netflix has issued a new statement regarding its fully financed definitive agreement with Warner Bros. Discovery (WBD) to acquire Warner Bros., including its film and television studios, HBO Max and HBO. The company shares that they will meet with WBD on March 20, 2026, to approve its Board-recommended transaction and superior offer.
Also, after a review process, Netflix affirms that it has consistently taken an approach with WBD, drawing a sharp contrast with Paramount Skydance (PSKY). “While we are confident that our transaction provides superior value and certainty, we recognize the ongoing distraction for WBD stockholders and the broader entertainment industry caused by PSKY’s antics”.
In consequence, they have granted WBD a narrow seven-day waiver of certain obligations under its merger agreement “to allow them to engage with PSKY to fully and finally resolve this matter”.
“This does not change the fact that we have the only signed, board-recommended agreement with WBD, and ours is the only certain path to delivering value to WBD’s stockholders. In its press release today, WBD reaffirmed its recommendation that WBD stockholders vote to approve the Netflix transaction at WBD’s special meeting”, they continue.
Netflix and WBD have each submitted their Hart-Scott-Rodino (HSR) filings and are engaged with competition authorities across the world, including the U.S. Department of Justice (DOJ), state Attorneys General, the European Commission, and the U.K. Competition and Markets Authority (CMA).
Following Paramount’s suggestions, Netflix responded by highlighting the “risks” of approving its competitor’s proposal, who is “far from obtaining all of the regulatory clearances required”.
“We expect government reviewers globally, including CFIUS and Team Telecom in the U.S., as well as European authorities, to scrutinize the Middle Eastern investors in PSKY’s consortium and to be skeptical of claims that they are purely passive investors”.
According to Netflix, PSKY’s offer results in significant horizontal overlaps that will concern antitrust enforcers globally by combining: two of the five major Hollywood studios, two major theatrical distribution channels, two of the major TV studios, two major news networks, and two major sports distributors.
Additionally, they continue, PSKY’s financing package, rapid deleveraging plans, and performance track record pose tremendous risks to both the completion of their proposed deal and the industry. “PSKY has promised to rapidly de-lever following its proposed transaction which can only be achieved through unprecedented job cuts”.
To end its statement, Netflix is calling on WBD Stockholders to vote for its deal with Warner Bros., recalling that this one “is crucial”.
Paramount comments on WBD disclosures
As in a chess game, not making your move is considered checkmate. After Netflix announcement, Paramount has decided to share its thoughts anout WBD’s disclosures.
It first acknowledged the announcement by both companies granting Paramount a seven-day “waiver” for negotiations: “In doing so, the WBD Board has chosen to avoid making the customary determination under the Netflix merger agreement that Paramount’s superior $30 per share all-cash offer “could reasonably be expected to result in” a superior proposal, which would have given it an unfettered right to negotiate without a time deadline”.
After the meeting scheduled for March 20, which will seek approval of Netflix’s merger, it remarks that the range of merger consideration offered to WBD shareholders will be a minimum of $21.23 to a maximum of $27.75. On the contrary, its offer proposes a “higher value of $30 per share, all-cash and a more expeditious and certain path to closing a transaction, including with the previously disclosed addition of a $0.25 per-share, per-quarter ticking fee”.
“Although the Board’s actions are unusual, Paramount is nonetheless prepared to engage in good faith and constructive discussions. At the same time, we will continue to advance our tender offer, maintain our solicitation in opposition to the inferior Netflix merger, and proceed with our intention to nominate a slate of directors at the upcoming WBD annual meeting”, Paramount concludes.
As its competitor, PSKY is calling on shareholders to vote in favor of the merger and support a “stronger Hollywood”, according to its website dedicated to this topic.












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