Netflix has officially rewritten the rules of its blockbuster deal with Warner Bros. Discovery, switching its proposed acquisition to a fully all-cash transaction. While the overall valuation remains unchanged at $27.75 per share, the revised agreement removes the earlier $4.50 Netflix stock component, opting instead for greater financial certainty — a move that could accelerate the deal toward shareholder approval.
The amended deal, first hinted at last week, marks a significant shift from the original agreement revealed in December and is being positioned as a cleaner, faster path to closing.
What Netflix Is — and Isn’t — Buying
Under the updated plan, Netflix will acquire Warner Bros’ studio and streaming businesses, while Discovery Global — which houses cable networks like CNN, TNT, and Food Network — remains outside the transaction.
Warner Bros. Discovery has already stated plans to split into two companies later this year, and that breakup is still expected to happen within six to nine months, before Netflix completes its takeover of the entertainment studio side.
The total deal value remains pegged at approximately $82.7 billion.
Pressure Mounts as Paramount Enters the Picture
The revised agreement comes amid growing competition from Paramount Skydance, which has launched a hostile bid for all of Warner Bros. Discovery — including the Discovery cable networks Netflix is not buying.
Backed by Larry Ellison, Paramount has reportedly offered $30 per share and has initiated a proxy fight while also filing suit in Delaware Chancery Court, seeking more transparency into WBD’s dealmaking process.
By shifting to an all-cash structure, Netflix and WBD appear to be strengthening their case — both legally and politically — while putting renewed pressure on Paramount’s rival bid.
Why the All-Cash Move Matters
Both companies said the updated structure provides “enhanced certainty” to WBD shareholders by eliminating market volatility tied to stock-based consideration. The change is also expected to speed up the timeline, with a shareholder vote now projected for April 2026.
The deal has already been unanimously approved by the boards of both Netflix and Warner Bros. Discovery, though it remains subject to regulatory clearances, shareholder approval, and completion of the Discovery Global spinoff.
Discovery Global’s Valuation Revealed
As part of new filings, WBD disclosed a preliminary valuation range for Discovery Global. Advisors estimate its value could range between $1.33 and $3.24 per share, though that figure could rise as high as $6.86 if the entity becomes involved in a future transaction.
This valuation plays a key role in shaping shareholder expectations, especially as Netflix’s bid excludes this portion of the business.
Leadership Reacts to the Revised Deal
WBD CEO David Zaslav said the updated agreement brings the companies closer to combining “two of the greatest storytelling brands in the world,” ensuring Warner Bros.’ century-old legacy continues to reach global audiences.
Netflix co-CEO Ted Sarandos echoed that sentiment, calling the all-cash structure a win for shareholders, creators, and consumers. He added that the deal would significantly expand U.S. production capacity and boost long-term investment in original film and television.
Political and Market Reactions
The proposed acquisition has drawn mixed signals from President Donald Trump, who has publicly expressed both support and skepticism — a factor that could influence regulatory review.
Meanwhile, Netflix shares rose about 1% in pre-market trading, ahead of the company’s fourth-quarter earnings report scheduled for Tuesday.
Final Words
By moving to an all-cash deal, Netflix has sharpened its strategy at a critical moment — streamlining the transaction, boosting shareholder confidence, and tightening the race against Paramount’s competing bid. With court battles looming, political scrutiny intensifying, and the clock ticking toward a 2026 vote, this media mega-merger is now entering its most decisive chapter yet.
