UPDATE 9:30AM: Warner Bros. Discovery (WBD) has accepted Netflix's amended all-cash offer valued at $72 billion (equity value), with Netflix paying $27.75 per share to acquire WBD's studios and streaming business, including HBO Max and Warner Bros. film and TV assets.
The revised deal, announced Tuesday and supported unanimously by both boards, replaces the previous cash-and-stock structure from December. It provides greater certainty of value for WBD shareholders, simplifies the transaction, and accelerates the path to a shareholder vote expected by April.
The change counters pressure from Paramount Skydance's competing hostile bid of $77.9 billion for the entire company, which Paramount had positioned as the only clean all-cash alternative. WBD has previously rejected Paramount's offers, citing risks from heavy debt financing and longer closing timelines.
The amended agreement strengthens WBD's position ahead of any proxy fight or ongoing legal challenges from Paramount in Delaware. The transaction remains subject to shareholder approval, regulatory review, and other customary conditions.
Earlier Story...
Warner Bros. Discovery's board has unanimously approved an amended all-cash acquisition offer from Netflix for the company's prized film and television studios, its vast content library, HBO, and the HBO Max streaming service.
The revised deal, detailed in a Tuesday regulatory filing, values the transaction at $27.75 per share in cash — maintaining the same overall price as the original agreement announced in December 2025 (with an enterprise value of approximately $82.7 billion and equity value of $72 billion). This replaces Netflix's prior structure of $23.25 in cash plus $4.50 worth of Netflix common stock per share.
The revised deal, detailed in a Tuesday regulatory filing, values the transaction at $27.75 per share in cash — maintaining the same overall price as the original agreement announced in December 2025 (with an enterprise value of approximately $82.7 billion and equity value of $72 billion). This replaces Netflix's prior structure of $23.25 in cash plus $4.50 worth of Netflix common stock per share.
The change to a pure cash offer eliminates any uncertainty tied to fluctuations in Netflix's stock price (which has declined significantly since the initial deal was struck), providing greater certainty of value for Warner Bros. Discovery shareholders.
Warner Bros. Discovery also disclosed new financial details on its cable networks business, which will be spun off into a separate publicly traded company called Discovery Global (expected in mid-2026, potentially Q3). Shareholders will receive shares in this new entity in addition to the Netflix cash payment for the studios/streaming assets.
The filing included valuation ranges for the cable networks "stub," varying from as low as about 72 cents to as high as $6.86 per share depending on methodologies and assumptions.
The move comes amid intense competition from rival bidder Paramount Skydance, which has pursued a hostile all-cash takeover bid for the entire Warner Bros. Discovery company at $30 per share (valuing it at around $108 billion). Paramount has argued its offer is superior due to being fully cash and covering all assets, including the linear TV networks. Warner Bros. Discovery's board has repeatedly rejected Paramount's proposals as insufficient, citing risks, costs, uncertainties, and the standalone value of the cable business.
Under the updated Netflix agreement, the companies now anticipate enabling Warner Bros. Discovery shareholders to vote on the deal as early as April 2026 — accelerating the timeline compared to the original plan. The transaction remains subject to regulatory approvals (in the U.S. and Europe), shareholder approval, the completion of the Discovery Global spin-off, and other customary conditions.
This restructuring appears designed to strengthen Netflix's position in the ongoing bidding war by matching Paramount's all-cash appeal while preserving the original deal's scope (focused on high-value studios and streaming rather than the declining cable assets) and potentially swaying undecided shareholders toward the Netflix path.