NextFin News - The high-stakes consolidation of the global media landscape hit a significant roadblock on Wednesday, February 11, 2026, as activist investor Ancora Holdings Group publicly declared its opposition to the proposed acquisition of Warner Bros. Discovery (WBD) by Netflix. Ancora, which has built a $200 million stake in WBD, released a detailed presentation urging the company’s board to abandon the Netflix agreement in favor of a rival bid from Paramount Skydance. The move comes at a critical juncture for U.S. President Trump’s administration, which is currently overseeing a wave of media mergers under heightened antitrust scrutiny.
The conflict centers on two competing visions for the future of WBD’s storied assets, including HBO, CNN, and the Warner Bros. film studio. Netflix’s current bid, valued at approximately $82.7 billion including debt, would see the streaming giant acquire WBD’s production and streaming arms while spinning off its legacy cable channels into a separate entity. Conversely, Paramount, led by David Ellison and backed by Oracle co-founder Larry Ellison, has proposed a $108.4 billion all-cash offer for the entire company. According to Ancora, the Netflix deal is "inferior" because it forces shareholders to gamble on the uncertain equity value of the spun-off cable assets and faces a "Hail Mary" path to regulatory approval.
Ancora’s opposition is strategically timed, following Paramount’s move just one day prior to sweeten its offer. Paramount added a "ticking fee" of $0.25 per share for every quarter the deal remains unclosed after 2026 and pledged to cover the $2.8 billion termination fee WBD would owe Netflix. Ancora argued that these enhancements make the Paramount bid a "superior proposal" under the terms of the existing merger agreement. The activist firm warned that if the WBD board refuses to engage with Paramount, it will not only vote against the Netflix deal but also seek to replace directors at the 2026 annual meeting.
From a financial perspective, the skepticism voiced by Ancora highlights a growing concern regarding the valuation of "linear" television assets. The planned spinoff of WBD’s cable channels into a new company, tentatively named Discovery Global, mirrors the recent spinoff of Versant by Comcast. Since its January 2026 listing, Versant’s shares have plummeted by 35%, serving as a cautionary tale for WBD investors. Ancora contends that by accepting the Netflix deal, shareholders are being asked to accept a lower cash component while holding equity in a declining cable business that the market may value at a steep discount.
Regulatory risk remains the most formidable hurdle for Netflix. U.S. President Trump has recently stated he would leave the final decision to the Department of Justice (DOJ), though he previously suggested personal involvement. Last week, the Senate grilled Netflix Co-CEO Ted Sarandos over concerns that the merger would create a streaming monopoly. While Sarandos argued that the combined entity would control only 20% of the U.S. streaming market—below the traditional 30% monopoly threshold—Ancora points out that the deal would give Netflix nearly half a billion subscribers globally, a scale that may trigger unprecedented antitrust intervention. In contrast, Paramount is reportedly viewed as the "favored" bidder by the current administration, partly due to the Ellison family’s relationship with U.S. President Trump.
The intervention by Ancora, though representing less than 1% of WBD’s total shares, could act as a catalyst for larger institutional investors. While WBD previously reported that 93% of shareholders favored the Netflix deal, that vote occurred before Paramount’s latest incentives and before the DOJ’s second request for information intensified regulatory fears. If other major asset managers begin to align with the view of Ancora, the WBD board may be legally obligated to reopen negotiations with Paramount to fulfill its fiduciary duty to maximize shareholder value.
Looking ahead, the battle for Warner Bros. Discovery is likely to intensify as the April shareholder meeting approaches. The market is currently pricing in significant uncertainty; WBD’s stock has fluctuated as investors weigh the certainty of Paramount’s cash against the growth potential of a Netflix-HBO powerhouse. If the DOJ signals a likely block of the Netflix deal, or if Ancora successfully rallies a blocking minority of shareholders, the media industry could see the largest hostile takeover pivot in a decade. For now, the "Hollywood ending" for WBD remains unwritten, caught between the disruptive ambitions of Silicon Valley and the traditional consolidation of legacy media.
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