Paramount Skydance announced that a potential deal to acquire Warner Bros. Discovery outright has passed the U.S. Department of Justice’s antitrust review, despite David Ellison’s Paramount’s repeated failures to secure an agreement to acquire Warner Bros. Discovery. WBD will continue its contract with Netflix for now.
February 19, 2026, 11:59 PM ET The 10-day statutory waiting period has expired following Paramount Skydance’s certification of compliance with the Department of Justice’s second December 23, 2025 request for information under the Hart-Scott-Rodino Antitrust Act of 1976, the company said in an SEC filing on Friday.
According to Paramount Skydance, the expiration of HSR’s waiting period “means there are no legal impediments to the completion of Paramount’s proposed acquisition of WBD in the United States.”
In response to Paramount’s announcement, Netflix noted that this development does not technically mean that Paramount’s acquisition of WBD has received regulatory approval from the Department of Justice. “Paramount Skydance continues to mislead shareholders and distract from the facts,” Netflix Chief Legal Officer David Heyman said in a statement. “The fact is that HSR’s routine milestones do not indicate approval from the Department of Justice and do not indicate that any decisions have been made. We have not secured the necessary approvals for closure and we are far from approval.”
Meanwhile, Paramount acknowledged in an SEC filing that an agreement to actually acquire WBD is not yet in place. “Completion of the transaction remains subject to certain other conditions, including the execution of a definitive merger agreement with WBD, stockholder approval, and regulatory approvals in other relevant jurisdictions,” the media company said in a filing.
On Thursday, a group of eight Democratic U.S. senators led by Sen. Cory Booker (D.N.J.), concerned about “political interference” by Paramount in its pursuit of Warner Bros. Discovery, sent a letter to Ellison demanding that he answer questions about the Trump administration’s response to Paramount over WBD and directing the company to preserve all records related to the matter.
Among other documents, the senators said Paramount “must preserve all communications, information, and documents related to Paramount’s proposed acquisition of Warner Bros. Discovery and the Department of Justice’s second request for information, including communications with President Donald Trump, his family, individuals affiliated with or affiliated with President Trump, administration officials, including White House and Justice Department political appointees, and officials of the Department of Justice’s Antitrust Division.”
WBD has an $83 billion definitive deal with Netflix to sell its Warner Bros. studio and HBO Max to the streaming giant. Warner Bros. Discovery has set a special shareholder meeting for March 20 to vote on the Netflix deal.
Warner Bros. Discovery has repeatedly rejected Ellison’s offers since the Paramount Skydance chairman and CEO first approached the board last September. Paramount’s interest in acquiring WBD sparked M&A consideration, with Netflix emerging as the winner.
But on Tuesday, WBD, with Netflix’s approval, set a seven-day period for talks with Paramount to “seek clarity” on the “best and final offer” in the hostile takeover effort to see if Ellison and his backers raise their bid beyond $30 a share. The negotiation period with Paramount ends on Monday, February 23rd, and Warner Bros. Discovery is scheduled to hold a Q4 2025 earnings conference a few days later, on February 26th. If Paramount submits a higher bid, Netflix has four days to submit a counteroffer.
For now, WBD said it will continue to abide by the Netflix agreement and advised shareholders to vote in favor of the Netflix agreement at its March 20 general meeting.
Related article: Inside Warner Bros. Discovery, the mood has changed among many staff in favor of selling Netflix or acquiring Paramount
