Key Moments
- Paramount Skydance extended its hostile tender offer for Warner Bros Discovery to February 20 without raising the bid.
- Netflix’s revised $82.7 billion all-cash proposal for Warner Bros’ streaming and studio assets was unanimously approved by the board.
- The contest is expected to end with a shareholder vote by April, as investors compare valuations and debt assumptions.
Paramount Skydance Extends Hostile Offer Window
Paramount Skydance extended its tender offer deadline to February 20, giving itself roughly one extra month to persuade shareholders. The company wants to show its proposal is better than the deal with Netflix.
The extension came without any change to the offer price. As of the original January 21 deadline, about 168.5 million shares—roughly 6.8% of Warner Bros’ equity—had been tendered.
If the deal succeeds, it would reshape Hollywood. Paramount would gain control of major franchises such as “Friends” and “Batman,” plus the HBO Max platform.
Netflix’s All-Cash Counterproposal
Netflix revised its $82.7 billion bid to an all-cash offer to speed up completion. This also gives shareholders more certainty than the previous stock-and-cash structure.
Netflix now offers $27.75 per share for the streaming and studio assets. The Warner Bros board has approved the offer unanimously.
Paramount’s Competing Bid and Market Reaction
Paramount has been campaigning hard for investor support, even filing a lawsuit to force negotiations. However, Warner Bros and analysts say Paramount may need to raise its $108.4 billion bid to restart talks.
In premarket trading, Paramount shares rose 0.5%, Netflix gained 0.2%, and Warner Bros fell 0.3%.
Netflix and Warner Bros did not immediately respond to Reuters requests for comment.
Previous Rejection and Ellison Financing Backstop
Earlier this month, the Warner Bros board rejected an amended Paramount offer that included $40 billion in equity guaranteed by Larry Ellison, father of Paramount CEO David Ellison.
Shareholder Vote Seen as Decisive Battleground
The contest is expected to be decided at a shareholder vote by April. Investors will weigh valuations and long-term risks before deciding.
Paramount says it will urge shareholders to oppose the Netflix deal, claiming it is mispriced.
Paramount also says Netflix’s deal depends on transferring $17 billion of debt to Discovery Global. Paramount warns that if this transfer fails, shareholder proceeds could fall sharply.
Valuation Disputes Around Discovery Global
Warner Bros said its advisers used three valuation methods for Discovery Global.
The lowest estimate was $1.33 per share, while the highest was $6.86 per share.
| Entity / Metric | Detail |
|---|---|
| Paramount offer | $108.4 billion total, or $30 per share |
| Netflix offer | $82.7 billion, all-cash, $27.75 per share |
| Debt transfer (Netflix structure) | $17 billion |
| Discovery Global valuation range | $1.33 – $6.86 per share |
Regulatory Pathways and Strategic Rationale
Paramount argues its proposal is simpler and easier to clear with regulators.
The Ellisons claim their relationship with President Trump may help secure approval.
Netflix co-CEO Ted Sarandos said the company is making progress toward regulatory approvals.
Netflix believes adding HBO Max will help it offer more flexible subscription options. It also sees new revenue potential from theatrical releases.
Analyst Concerns Over Integration and Leverage
Some analysts warn the Netflix-Warner Bros merger could create short-term uncertainty. They highlight integration costs, higher content spending, and heavy debt.
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