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Warner Bros Seeks Paramount's "Best and Final Offer," Upside Ahead?
Submitted by Leo Miller. First Published: 2/18/2026.
Key Takeaways
- Warner Bros. Discovery is on the rise again as the firm seeks the "best and final" acquisition offer from Paramount Skydance.
- WBD's press release indicates that PSKY is willing to up its bid to $31, or potentially even higher.
- Still, WBD remains concerned about PSKY's funding sources, and is pushing for more certainty.
Shares of entertainment giant Warner Bros. Discovery (NASDAQ: WBD) rose after a new development in its acquisition saga — closing Feb. 17 up roughly 2.7%.
The catalyst was WBD's latest press release, which said WBD will open discussions for Paramount Skydance (NASDAQ: PSKY) to submit its "best and final offer." At the same time, the board continues to unanimously recommend that shareholders approve Netflix's (NASDAQ: NFLX) proposal.
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Investors interpret this as increasing the likelihood that the final purchase price for WBD will move higher. Below we unpack the announcement and the latest rumors to clarify what this could mean for WBD stock.
Netflix grants waiver, putting the ball in PSKY's court
Netflix granted WBD a seven-day waiver allowing it to engage with Paramount Skydance on a revised proposal. That may seem surprising since Netflix already has a deal in place with WBD, but there are strategic reasons for the move.
Netflix recognizes Paramount is unlikely to drop out. By approving the waiver (which ends Feb. 23), Netflix is forcing a faster resolution to the bidding contest between it and PSKY.
WBD shareholders will vote on March 20 on whether to approve the Netflix deal.
With that deadline approaching, Netflix likely wants all offers on the table quickly. If Paramount intends to buy WBD, now is the time to make a firm proposal.
Accelerating PSKY's bidding gives Netflix time to calibrate a response before the March 20 vote; importantly, Netflix retains the right to match any new offer Paramount submits.
Agreeing to the waiver also improves Netflix's optics should it ultimately win and proceed through regulatory review. It allows WBD to claim it fulfilled its fiduciary duty by seeking the best possible deal for shareholders — a point regulators will likely consider.
PSKY's offer could move to $31 or higher, but issues remain
One notable excerpt from WBD's press release reads:
“On February 11th, a senior representative of your [PSKY's] financial advisor communicated orally to a member of our Board that PSKY would agree to pay $31 per WBD share if we engage with you, and that $31 is not PSKY's best and final proposal.”
That comment creates a strong expectation PSKY's next offer will be at least $31 per share — above its prior $30 proposal and within the mid-to-upper range of the estimated value Netflix's deal would provide WBD shareholders ($28 to $33).
Paramount has also said it would pay Netflix the $2.8 billion breakup fee if WBD accepted Paramount's bid — a key concession that has complicated WBD's response to PSKY's approach.
Despite that and other financial improvements, WBD continues to press PSKY on several outstanding concerns. These focus on financing fees, who would control WBD's operations before closing, and certainty around Paramount's funding sources.
Although Paramount's offer is all cash, much of that cash would be raised through financing. If market conditions or business fundamentals worsen, PSKY's borrowing costs could rise or financing could dissipate. That would weaken Paramount's incentive to proceed on the agreed terms and could prompt renegotiation — or even cause the deal to collapse entirely.
WBD is rightly wary that a higher headline price could still leave shareholders worse off if the transaction lacks funding certainty. To address that risk, WBD wants PSKY to commit that its owners will cover any shortfall if debt financing fails.
WBD remains in a strong negotiating position
WBD views PSKY's current proposal as structurally riskier than Netflix's offer. Even if Paramount's headline price is higher, WBD sees more ways that PSKY's deal could unravel or be renegotiated.
For shareholders, the update is broadly positive. Further upside could follow if PSKY raises its bid and improves financing terms — which might in turn push Netflix to increase its offer. Meanwhile, Netflix's agreement provides a clear downside support level.
Investors will be watching Paramount's response and the March 20 shareholder vote closely.
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