- Warner Bros. Discovery agreed to sell its studios and streaming assets (HBO/Max) to Netflix for about US$27.75 per share, valuing equity near US$72B and enterprise value around US$82.7B, while spinning off cable/news assets.
- Paramount/Skydance countered with a hostile all-cash US$30 per share bid to buy all of WBD, including CNN and cable networks, implying roughly US$108.4B enterprise value.
- WBD’s board urged shareholders to reject Paramount’s offer as inadequately financed and higher risk, and reaffirmed support for the Netflix deal due to binding commitments and lower execution and regulatory complexity.
- Shareholders now weigh headline price versus deal certainty and regulatory risk, with votes and antitrust reviews expected in 2026.
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For the first time, Netflix has shifted from its traditional “builders, not buyers” posture with a binding deal to acquire WBD’s studios and streaming business in a cash-and-stock transaction. While the equity portion is US$72 billion, the enterprise value includes assumed debt, bringing the total to approximately US$82.7 billion. Paramount’s US$108.4 billion bid (all‐cash) appears larger superficially, but WBD’s board considers it “illusory” because of uncertainty around full financing, reliance on a revocable trust, and material risks embedded in the deal structure.
Strategic considerations for WBD shareholders include not just headline numbers but deal certainty and regulatory risk. The Netflix proposal excludes cable assets (CNN etc.), reducing regulatory complexity, and has binding debt commitments. Paramount is offering full control over cable and news assets, potentially increasing regulatory scrutiny, along with foreign capital involvement (Gulf sovereign wealth funds) that may trigger political and legal concerns.[0search6]
From Netflix’s perspective, this acquisition would meaningfully expand its content library and production capabilities by folding in HBO, DC, and streaming assets. Paramount’s bid, in contrast, offers more cash now but less flexibility, given higher leverage and less financial stability. WBD’s board believes the Netflix deal is superior in value and value certainty.[0news13][0search1]
Regulatory dynamics loom large. Both deals would face antitrust review, but Paramount’s inclusion of news and cable assets and the involvement of foreign sovereign wealth raise additional political risk. Meanwhile, Netflix’s dominant market position and stock-plus-cash structure may make valuation volatile and expose it to conditions depending on future financial performance. Shareholders must weigh immediate cash versus long-term stability and regulatory certainty.[0search5]
Supporting Notes
- WBD board agreed with Netflix on Dec 5 to sell studios and streaming assets for US$27.75 per share, equity value US$72 billion; enterprise value US$82.7 billion including debt.
- Paramount offered US$30 per share cash (≈US$108.4 billion enterprise value) for all of WBD—including cable and news systems like CNN.
- Warner’s board: Paramount’s offer “inadequate value and imposes numerous, significant risks and costs,” including lack of a full equity backstop from the Ellison family, unreliable financing via a “revocable trust.”
- Netflix’s deal: binding debt financing, no equity financing needed, sponsored by a company with a >US$400 billion market cap and an investment-grade balance sheet.
- Paramount’s improvements: a US$40.4 billion personal guarantee from Larry Ellison, and matching the $5.8 billion regulatory reverse termination fee to Netflix’s fee; but still no increase in per-share price. [0news18]
- Paramount’s bid backed by Middle Eastern sovereign wealth funds (Saudi PIF, Abu Dhabi, Qatar) and other investors like Affinity Partners; concerns raised about degree of influence and regulatory exposure.[0search6]
- Netflix deal excludes Warner’s cable operations; those assets to be spun off into a separate public company (Discovery Global) by Q3 2026.