WBD Schedules Shareholder Vote on Netflix Merger Amid Paramount Skydance Rivalry
Warner Bros. Discovery (WBD) announced it will hold a Special Meeting of Shareholders on March 20, 2026, at 8:00 a.m. Eastern Time to vote on its proposed merger with Netflix. The company has also started mailing the definitive proxy statement to shareholders in connection with the vote.
The board continues to unanimously recommend the Netflix merger while advising shareholders to reject Paramount Skydance’s current offer. However, Netflix has granted WBD a limited waiver under the merger agreement, allowing the company to hold discussions with Paramount Skydance (PSKY) through February 23, 2026. The aim is to clarify shareholder interests and provide PSKY the opportunity to submit its best and final binding offer.
David Zaslav, President and CEO of WBD, said, “Throughout the entire process, our sole focus has been on maximizing value and certainty for WBD shareholders… We are engaging with PSKY now to determine whether they can deliver an actionable, binding proposal that provides superior value and certainty for WBD shareholders through their best and final offer.”
Samuel A. Di Piazza, Jr., Chair of the WBD Board, added, “We continue to believe the Netflix merger is in the best interests of WBD shareholders due to the tremendous value it provides, our clear path to achieve regulatory approval and the transaction’s protections for shareholders against downside risk.”
Paramount Skydance Counter-Offer
Paramount Skydance had earlier indicated a willingness to pay USD 31 per share, but WBD noted that it was not a final proposal. WBD has outlined remaining concerns and asked for a binding offer with clear terms. Paramount pledged to cover the USD 2.8 billion breakup fee WBD would owe Netflix if the merger with Netflix fails and offered an additional “ticking fee” to compensate shareholders for potential regulatory delays.
Netflix Deal Still Favored
The Netflix acquisition, valued at approximately USD 83 billion, aims to merge WBD’s premium streaming and content assets while spinning off its legacy cable networks. WBD maintains its commitment to completing the Netflix deal, scheduling the shareholder vote accordingly. Shareholders of record as of February 4, 2026, will be eligible to vote.
Background of the Bidding War
The competition between Netflix and Paramount escalated after WBD’s strategic review last year to separate Streaming & Studios from Global Linear Networks. Paramount initially approached WBD in September 2025, submitting multiple proposals, all rejected due to unfavorable terms. The situation intensified when Paramount launched a USD 108.4 billion counter-offer, aiming to acquire WBD’s full portfolio, including the cable channels Netflix intended to leave behind.
As the March vote approaches, shareholders are weighing two high-stakes offers while WBD navigates the complex legal and financial dynamics of this historic media showdown.
(This Article Has Been Syndicated From ANI)
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