Paramount Bids for Warner Bros. Discovery Amid Regulatory Scrutiny

Paramount offers sweetened deal as Netflix faces antitrust concerns over potential acquisition

Published on Feb. 16, 2026

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Warner Bros. Discovery (WBD) is reconsidering its $72 billion deal with Netflix, as Paramount has submitted a revised all-cash bid of $78 billion to acquire the media conglomerate. The move comes amid growing regulatory scrutiny over Netflix's potential to solidify its streaming dominance through the acquisition of WBD's film studio and HBO Max. Paramount's offer includes covering the $2.8 billion termination fee owed to Netflix and eliminating $1.5 billion in potential debt refinancing costs, as well as a quarterly "ticking fee" to incentivize a swift regulatory approval.

Why it matters

The battle for WBD highlights the shifting landscape of the entertainment industry, with major players vying for dominance in the streaming market. The regulatory concerns over Netflix's growing market power could have significant implications for the future of the industry, potentially paving the way for a Paramount acquisition that would create a new media powerhouse.

The details

Paramount, led by David Ellison, has persistently pursued WBD, offering an all-cash bid of $30 per share, totaling approximately $78 billion. The latest amendment includes covering the $2.8 billion termination fee owed to Netflix should WBD terminate the existing agreement, and eliminating $1.5 billion in potential debt refinancing costs. Crucially, Paramount is also offering a 'ticking fee' of roughly $650 million per quarter if the deal isn't finalized by the end of 2026.

  • The Department of Justice (DOJ) is currently examining whether Netflix's growing market share constitutes a monopoly.
  • Recent Senate subcommittee hearings saw lawmakers questioning Netflix CEO Ted Sarandos about the company's programming choices and their alignment with progressive causes.
  • WBD CEO David Zaslav initially favored the Netflix deal, but the escalating regulatory concerns have prompted him to explore alternative options.

The players

Warner Bros. Discovery (WBD)

A media conglomerate that owns various film studios, television networks, and the HBO Max streaming service.

Paramount

An American media company that is led by David Ellison and has persistently pursued the acquisition of WBD.

Netflix

An American streaming entertainment service that was previously in negotiations to acquire WBD, but now faces increased regulatory scrutiny.

David Zaslav

The CEO of Warner Bros. Discovery, who initially favored the Netflix deal but is now exploring alternative options due to the escalating regulatory concerns.

Ted Sarandos

The CEO of Netflix, who has been questioned by lawmakers about the company's programming choices and their alignment with progressive causes.

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What they’re saying

“We must not let individuals continue to damage private property in San Francisco.”

— Robert Jenkins, San Francisco resident (San Francisco Chronicle)

What’s next

The DOJ's review of the Netflix deal could take six months or longer, especially following the resignation of the agency's chief, Gail Slater. Additionally, even if WBD chooses to proceed with Paramount, the deal faces potential legal challenges from Netflix, which could prolong the process by a year or more.

The takeaway

The battle for Warner Bros. Discovery highlights the shifting landscape of the entertainment industry, with major players vying for dominance in the streaming market. The regulatory concerns over Netflix's growing market power could have significant implications for the future of the industry, potentially paving the way for a Paramount acquisition that would create a new media powerhouse.