New York Post·2026-02-11 14:35Core Viewpoint - Activist investor Ancora Holdings is opposing Warner Bros. Discovery's (WBD) proposed $72 billion sale of its movie and TV studios and HBO Max streaming service to Netflix, favoring a rival all-cash bid from Paramount Skydance valued at approximately $78 billion [1][2]. Group 1: Ancora Holdings' Position - Ancora Holdings has built a stake in WBD valued at about $200 million and is considering a proxy fight if the board does not negotiate with Paramount over its offer [3]. - Ancora has raised concerns regarding the Netflix deal, labeling it as "uncertain and inferior," and has criticized the planned Discovery Global spinoff that would burden cable-TV networks with around $17 billion in debt [5]. - Ancora has questioned CEO David Zaslav's motivations, suggesting he may favor the Netflix deal to secure an executive role with the streaming company post-transaction [4]. Group 2: Paramount's Offer - Paramount has made a cash offer of $30 per share for WBD, which includes a "ticking fee" of 25 cents per share for each quarter the deal remains unclosed after the end of 2026, potentially amounting to $650 million in cash value for every quarter [12][13]. - The revised offer also includes funding for a $2.8 billion termination fee that WBD would owe Netflix if the deal collapses, as well as eliminating a potential $1.5 billion debt refinancing cost [16]. - Paramount's offer is backed by $43.6 billion in equity commitments and $54 billion in debt commitments from major financial institutions [17]. Group 3: WBD's Response - WBD has received Paramount's amended offer and stated that its board will review it, although it has consistently recommended that shareholders reject Paramount's bid in favor of the Netflix acquisition [18].