Paramount Updates Warner Bros Offer with 25-Cent Ticking Fee

• The quarterly ticking fee of 25 cents per share translates to roughly $650 million in additional cash value each quarter
• Paramount will cover the $2.8 billion termination fee Warner Bros Discovery owes to Netflix if the acquisition fails
• Neither Warner Bros Discovery nor Netflix immediately responded to requests for comment on the revised offer terms

Summary

Key Development:

Paramount has revised its $30 per share acquisition offer for Warner Bros Discovery (WBD), introducing a 25-cent quarterly "ticking fee" structure. This fee equates to approximately $650 million in cash value each quarter, representing additional consideration for WBD shareholders while the deal remains pending.

Financial Details:

• Base offer: $30 per share for Warner Bros Discovery
• Quarterly ticking fee: $0.25 per share (~$650 million total per quarter)
• Termination fee: $2.8 billion owed by Warner Bros to Netflix if the transaction fails
• Paramount has committed to funding this termination fee obligation

Companies Involved:

• Paramount: Acquiring company, updating deal terms
• Warner Bros Discovery: Acquisition target
• Netflix: Third party with termination fee stake in the outcome

Market Implications:

The ticking fee structure suggests Paramount is anticipating potential regulatory delays or extended closing timelines, providing WBD shareholders with additional compensation for the waiting period. By agreeing to fund the substantial Netflix termination fee, Paramount is demonstrating strong commitment to completing the transaction and removing a significant financial obstacle. This mega-merger would consolidate major entertainment assets and reshape the streaming and media landscape.

Status:

The announcement was made February 10, 2026. Neither Warner Bros Discovery nor Netflix provided immediate comment on the revised terms.

This deal represents a significant consolidation move in the media and entertainment sector amid ongoing industry restructuring.