- Warner Bros. Discovery faces competing bids: an all-cash US$30/share hostile offer from Paramount Skydance for the whole company and a US$27.75/share cash-and-stock offer from Netflix for only studio and streaming assets.
- Paramount’s bid, backed by Ellison, RedBird, major US banks, and Middle Eastern sovereign funds, promises higher immediate value but raises heightened regulatory, governance, and national security concerns.
- Netflix’s narrower bid excludes WBD’s linear networks, aiming to reduce regulatory and operational complexity, and is currently viewed by WBD’s board as more executable despite its lower overall scope.
- WBD’s board is running a broader strategic review, weighing these offers against its planned 2026 split into Warner Bros and Discovery Global and other potential transactions under significant regulatory uncertainty.
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The acquisition battle for Warner Bros. Discovery (WBD) has intensified into a high-stakes contest between Netflix and Paramount Skydance, each presenting offers with distinct scopes, structures, and risk profiles. Paramount’s latest move—a hostile, full-company all-cash offer at US$30 per share—purports to deliver substantially greater immediate value to shareholders, including ownership over global networks omitted from Netflix’s offer. Backing from sovereign wealth funds and established banking entities adds financial heft, though these partnerships also attract regulatory scrutiny. [1][3][4]
Netflix, by contrast, remains committed to acquiring the studio and streaming assets (including HBO, HBO Max, Warner Bros studios) for US$27.75 per share in a mix of cash and stock. While its bid excludes WBD’s linear networks, the deal structure arguably reduces regulatory and operational complexity. WBD’s board appears to view Netflix’s proposal as more certain and potentially more deliverable than Paramount’s in both timeline and regulatory risk. [2][4]
From WBD’s perspective, the board is tasked with balancing several dimensions: the premium per share; the completeness of asset inclusion; regulatory execution risk; governance implications, especially concerning foreign investor involvement; and preserving optionality via its planned separation into two companies—Warner Bros and Discovery Global—scheduled for mid-2026. The board has already initiated a review of strategic alternatives, signaling that its decision is not limited to accepting one of the existing bids. [5][2]
Regulatory risk looms large. Paramount’s inclusion of linear networks and its use of foreign backing—despite steps to remove governance control rights—may trigger heightened scrutiny from US and foreign authorities. Netflix’s offer avoids some of that risk by excluding linear networks but still raises antitrust questions given its expanded market position post-deal. The speed and certainty of regulatory paths could ultimately tip the scales despite differences in valuation. [3][4][1]
Open Questions: Will Paramount raise its offer further, given shareholder pressure and WBD’s likely rejection? How will regulatory bodies assess competitive overlap, especially with respect to SVOD dominance, news assets (e.g. CNN), and foreign investment? What valuation discount, if any, WBD accepts for excluding linear networks? And, how will the planned company split impact bidders’ strategies?
Supporting Notes
- Paramount Skydance’s proposal includes an all-cash tender offer for all outstanding shares at US$30 per share, valuing all of WBD—including Global Networks—at approximately US$108.4 billion in enterprise value. [1][4]
- Netflix’s offer (US$27.75/share) is structured as a mix of US$23.25 cash and US$4.50 in stock, excluding WBD’s linear networks, focusing only on studio and streaming assets, valuing those pieces around US$82.7 billion excluding SpinCo. [1][4]
- Paramount’s financing is supported by US banks (e.g., Bank of America, Citigroup, Apollo), sovereign wealth funds from the Middle East (Saudi Arabia, UAE, Qatar), and private entities (Ellison family, RedBird Capital); Paramount raised its breakup fee from US$2.1 billion to US$5 billion to strengthen its position. [3][1]
- Concerns have been raised about the involvement of foreign investors (e.g., Tencent withdrew due to national security concerns), governance rights (Paramount clarified that foreign and Kushner-linked entities would not assume governance control to avoid additional scrutiny), and whether WBD’s board has treated the bidding process fairly. [5][1][3]
- WBD’s board has announced a strategic review of alternatives—including allowing the planned corporate split between Warner Bros and Discovery Global, selling only parts of the company, or accepting one of the bids—intending to maximize shareholder value. [2][5]
- Regulatory risk: Paramount argues its acquisition is cheaper and faster to close than Netflix’s, which it claims faces more protracted global regulatory issues due to structure and overlap; Netflix itself stresses the deal will not result in major layoffs or closure of studios, and points to possible jurisdictional challenges regarding antitrust in SVOD and media. [4][1][2]
Sources
- [1] www.paramount.com (Paramount Skydance / PR Newswire) — Dec 8, 2025
- [2] www.reuters.com (Reuters) — Dec 16, 2025
- [3] www.reuters.com (Reuters) — Dec 10, 2025
- [4] finance.yahoo.com (CNN / Yahoo Finance) — Dec 4, 2025
- [5] www.prnewswire.com (Warner Bros. Discovery (PR Newswire)) — Oct 21, 2025