Paramount Skydance Submits Amended Tender Offer for All Warner Bros. Discovery Shares
Warner Bros. Discovery confirmed receipt of an amended unsolicited tender offer from Paramount Skydance on February 10 for all outstanding WBD shares. The WBD Board will review the new bid alongside its Netflix merger agreement obligations and retains its recommendation for the Netflix deal before advising shareholders.
1. Receipt of Amended Tender Offer
On February 10, Warner Bros. Discovery confirmed it received a further amended unsolicited tender offer from Paramount Skydance to acquire all outstanding shares of WBD common stock. This marks a new phase in the hostile bid process as Paramount Skydance seeks to outmaneuver the pending Netflix merger.
2. Board Review Under Netflix Agreement
The WBD Board of Directors, in consultation with independent financial advisors Allen & Company, J.P. Morgan and Evercore and legal counsel Wachtell Lipton, Rosen & Katz and Debevoise & Plimpton, will assess the amended offer in accordance with its duties under the existing Netflix merger agreement. The board has not altered its recommendation in favor of the Netflix transaction.
3. Shareholder Guidance and Next Steps
Shareholders are advised to take no action on the Paramount Skydance offer until the WBD Board completes its review and issues a formal recommendation. A detailed solicitation/recommendation statement has been filed with the SEC and will include the board’s guidance once finalized.