By Joe Flint

Warner Bros. and Netflix are tying the knot. Paramount is still trying to crash the wedding.

The battle intensified this week as Paramount CEO David Ellison -- and a vocal investor -- made new moves to thwart rival Netflix's planned takeover of the storied Hollywood asset and the home of Batman, Harry Potter and "The White Lotus."

Paramount, the long-rebuffed suitor for Warner Bros. Discovery, enhanced its $77.9-billion all-cash offer for the entire company Tuesday in an effort to bring Warner to the negotiating table and ultimately abandon its deal with Netflix, also an all-cash transaction, valued at $72 billion.

Cleveland-based investor Ancora Holdings entered the fray by acquiring a small stake in Warner with an eye toward increasing its holdings and pressuring the company to negotiate with Paramount, people familiar with the matter told The Wall Street Journal.

Paramount's gamble

Paramount is hoping its latest pitch can persuade Warner to ditch its agreement to sell its movie and TV studios and HBO Max streaming service to Netflix. Unlike Netflix, Paramount also intends to buy Warner Discovery's cable networks, which include CNN, TBS and Food Network.

But Warner has so far shown little interest in engaging with Paramount, telling investors that Ellison's previous offer was not "even comparable" to the Netflix agreement.

On Tuesday, Warner said its board will review Paramount's new offer but isn't modifying its recommendation regarding its agreement with Netflix. The company advised shareholders to not take any action now regarding Paramount's amended tender offer. The bar for Warner to reopen talks with Paramount is very high given its contract with Netflix, a person familiar with the company's thinking said.

Paramount said it would pay the $2.8 billion termination fee Warner would owe Netflix should the agreed-to deal collapse and pay a "ticking fee" of 25 cents a share to Warner shareholders for each quarter its deal hasn't closed, starting in January 2027.

Some stakeholders are holding out for Paramount to further boost its bid.

Analysts from Raymond James wrote in a note to clients that "many" Warner Discovery shareholders "still expect" Paramount and its backers to raise its $30-a-share bid by $2-to-3 a share.

An escalation of that size could kick-start talks between Paramount and Warner, according to people familiar with the matter. Paramount has been reluctant to increase its offer unless it appears the Warner-Netflix deal is hitting serious roadblocks in Washington, other people familiar with the matter said.

Netflix and Warner's next moves

For now, Paramount's move Tuesday to sweeten its offer could push Netflix to increase its own bid for Warner, said Bernstein analyst Laurent Yoon in a note to clients.

"Paramount needs to test Netflix's pain threshold without having to bid too high," Yoon wrote. The revised offer "does exactly that, without further constraining its balance sheet (for now). The ball is now with Netflix."

A Netflix spokeswoman declined to comment.

Warner and Netflix are focusing on getting their deal approved by the Justice Department as well as regulatory authorities in Europe. As part of its investigation, the DOJ is looking into whether Netflix has engaged in anticompetitive practices, The Wall Street Journal reported.

Last week President Trump reversed course and said in an interview with NBC News that he didn't think he should weigh in on the deal and would instead leave it to the Justice Department.

"I've decided I shouldn't be involved. The Justice Department will handle it," Trump said in the interview. Trump previously expressed concerns about the size and scale of a Netflix-Warner combination, saying the combined company would command significant market share.

Paramount said Tuesday that it has complied with the Justice Department's antitrust investigation of its all-cash offer for Warner, which it sought even though Warner has told shareholders to reject its overtures.

Write to Joe Flint at Joe.Flint@wsj.com

(END) Dow Jones Newswires

February 11, 2026 12:46 ET (17:46 GMT)

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