Warner Bros. Discovery Sets March 20 Vote, Engages PSKY on $31+ Offer

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Warner Bros. Discovery has scheduled a March 20, 2026 shareholder vote on its merger with Netflix and begun mailing the definitive proxy statement. Netflix granted WBD a seven-day waiver to engage with Paramount Skydance, which has signaled willingness to raise its bid above $31 per share, while Netflix retains matching rights.

1. Special Meeting and Proxy Statement

Warner Bros. Discovery will hold a Special Meeting of shareholders on March 20, 2026 at 8:00 a.m. Eastern Time to vote on the proposed merger with Netflix. The company has commenced mailing the definitive proxy statement outlining the terms and recommendations for the transaction.

2. Netflix Waiver and PSKY Discussions

Netflix granted WBD a limited waiver through February 23, 2026, permitting WBD to engage with Paramount Skydance to clarify unresolved deficiencies in its amended proposal. A PSKY representative indicated willingness to pay $31 per share pending engagement and suggested the final offer could exceed that level, while Netflix maintains its contractual matching rights.

3. Board Recommendations and Next Steps

The WBD Board unanimously recommends that shareholders vote in favor of the Netflix merger and reject the Paramount Skydance bid, citing superior value, regulatory certainty and minimal financing risk. The board has outlined key issues remaining in PSKY’s offer and provided draft transaction agreements to guide any best and final proposal.

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