Paramount has revised its takeover proposal for Warner Bros. Discovery, offering shareholders an additional cash incentive if the transaction is delayed, according to Reuters.
Under the updated terms, Paramount said it would pay a 25-cent per share quarterly “ticking fee” starting after the end of 2026 if the deal has not yet closed. The added payment is intended to compensate shareholders for any prolonged regulatory or closing delays. The base offer of $30 per share in cash remains unchanged.
Reuters reported that the ticking fee would amount to roughly $650 million per quarter, based on Warner Bros Discovery’s outstanding shares. Paramount also reiterated that it would assume responsibility for a $2.8 billion break-up fee tied to Warner’s existing agreement with Netflix, should that transaction be terminated.
In addition, Paramount said it would continue to support Warner Bros Discovery’s proposed debt restructuring and maintain protections for bondholders included in its earlier bid. The company said the revised proposal was designed to provide greater certainty of value and reduce financial risk for shareholders.
The changes come as Warner Bros Discovery weighs competing offers, with shareholders expected to vote in the coming months. Analysts cited by Reuters said it remains unclear whether the revised terms will be sufficient to sway investors, particularly given ongoing regulatory scrutiny of large media mergers.