Netflix-Warner Bros. Discovery Deal: Paramount’s Ellison-Backed Counterbid, Antitrust Pressure, and What It Means for Crave in Canada

Netflix-Warner Bros. Discovery Deal: Paramount’s Ellison-Backed Counterbid, Antitrust Pressure, and What It Means for Crave in Canada

December 19, 2025 — The battle for Warner Bros. Discovery’s crown-jewel entertainment assets just entered a more volatile phase, with a major WBD shareholder signaling it would consider a revised Paramount Skydance offer—if the bidder fixes the very financing and deal-term concerns WBD’s board has been hammering for days. [1]

At stake is far more than bragging rights in Hollywood’s consolidation era. A Netflix takeover of WBD’s studios and HBO operation would reshape the global streaming pecking order, potentially putting franchises like Harry Potter, DC, and HBO’s prestige pipeline under Netflix’s umbrella. [2] But in Canada, the deal lands with an extra layer of complexity: the ripple effect on Bell Media’s Crave, which currently markets itself as the country’s home for HBO and Max Originals under a multi-year agreement—an agreement that suddenly looks like a strategic fault line. [3]

Below is what’s new today (Dec. 19, 2025), what it means for the bidding war, and why Canadian regulators—and Canadian viewers—may end up playing an outsized role in the next chapter.


What happened on Dec. 19: A key WBD shareholder says Paramount could still get back in the game

In the most consequential development of the day, Harris Associates, which holds a reported 3.9% stake in Warner Bros. Discovery, said it’s open to considering a revised Paramount Skydance bid. [4]

The significance isn’t simply that a shareholder is willing to entertain a higher price. It’s the condition attached: Harris’ portfolio manager indicated that while Netflix’s terms look more attractive today, Paramount’s deal-term issues are “fixable”—implying that the contest may hinge less on headline dollars and more on whether Paramount can credibly de-risk its financing structure and commitments. [5]

In practical terms, that sets up a high-stakes, short-window dilemma for Paramount Skydance: either improve the structure quickly—or watch momentum drift toward Netflix as boards, regulators, talent, and markets begin to treat the Netflix deal as the default outcome.


The Netflix-WBD deal in plain terms: what Netflix is buying, what it’s not, and the timeline

Netflix and WBD have a definitive agreement under which Netflix would acquire Warner Bros.’ film and television studios plus HBO and HBO Max, in a transaction valued at $27.75 per WBD share—composed of $23.25 in cash and $4.50 in Netflix stock (subject to a collar). Netflix places the deal at about $72.0 billion equity value and $82.7 billion enterprise value. [6]

A key structural detail matters for both regulators and investors:

  • The transaction is expected to close after WBD separates its cable-heavy Global Networks division into a new publicly traded company (often described as Discovery Global), now targeted for Q3 2026. [7]
  • Discovery Global is expected to include brands such as CNN, TNT Sports (U.S.), certain Discovery channels in Europe, and digital products like Discovery+ and Bleacher Report. [8]
  • Netflix says the overall deal is expected to close in 12–18 months, subject to regulatory approvals and WBD shareholder approval. [9]

Netflix is also actively selling the “why”: it projects $2–$3 billion in annual cost savings by year three and says the deal should be accretive to GAAP EPS by year two. [10]


Paramount’s counterpunch: a hostile bid, a ticking deadline, and why certainty is the currency now

Paramount Skydance’s approach—unlike Netflix’s negotiated agreement—has taken a hostile tender-offer route directly to shareholders, with an initial expiration date of 5:00 p.m. New York City time on January 8, 2026, unless extended. [11]

While Paramount’s pitch emphasizes all-cash clarity at $30 per share, WBD’s board response has focused relentlessly on one issue: deal certainty, especially around funding commitments and the risk of getting stuck in a drawn-out regulatory-and-financing quagmire after abandoning Netflix’s signed merger agreement. [12]

That “certainty premium” is exactly what Harris Associates is pointing to today—signaling that Paramount’s path back into contention likely requires more than just insisting it can pay. It has to convince a skeptical board (and increasingly skeptical investors) that it will pay, on durable and enforceable terms. [13]


The Larry Ellison factor: why WBD wants more than a trust—and why it matters to shareholders

The WSJ reporting around the standoff has crystallized the core dispute: WBD has pressed for a stronger personal guarantee from Larry Ellison (who is linked to backing the Paramount effort), rather than relying on a more opaque trust-based commitment. [14]

WBD’s own communications to shareholders underscore the same theme, warning about “gaps” and limitations in the way Paramount’s financing support is presented and insisting those representations shouldn’t be treated as equivalent to a binding, fully committed merger agreement. [15]

Why this matters in the real world:

  • Tender offers and press releases don’t close deals—financing does. If investors believe Paramount can’t deliver cleanly, they may discount the headline price.
  • The longer the financing dispute lingers, the more the timeline risk compounds—because antitrust reviews and cross-border approvals (especially with a deal this large) can stretch well beyond a tidy “months, not years” narrative.

It’s one reason the Harris Associates comment today is such a tell: the market conversation is shifting from “Who offered more?” to “Whose offer is real?”


Antitrust is the big hill for Netflix—yet it’s not the only hill

Netflix’s proposed acquisition faces the kind of scrutiny reserved for “category-defining” mergers. Reuters has reported that Netflix argues it needs WBD to compete more effectively against YouTube, but antitrust specialists question whether regulators will accept that framing—particularly when the combined Netflix + WBD footprint is measured in the hundreds of millions of subscribers. [16]

Legal pressure is also building from consumers: Netflix has already faced a class action seeking to block the deal on competition grounds, arguing the combination would reduce choice and increase pricing power. [17]

Meanwhile, Netflix executives have been attempting to tamp down industry anxiety—especially around jobs and theatrical releases. TechCrunch reported that leadership has sought to reassure stakeholders, including stating there would be “no overlap or studio closures” and reiterating a commitment to theatrical distribution. [18]

The takeaway: even if Paramount’s bid remains alive, Netflix isn’t walking into a smooth approval lane. The merger is likely to be reviewed across multiple jurisdictions and may come with remedies or conditions—especially as critics frame it as a “dominant platform” buying one of the last truly global premium content machines.


Canada’s Crave problem: why the Netflix-WBD deal lands differently north of the border

For Canadian audiences, the most immediate, practical question isn’t which bidder wins the shareholder battle—it’s where the HBO pipeline goes next.

Crave’s current advantage: HBO and Max Originals, “exclusive” positioning, and franchise gravity

Bell Media’s 2024 announcement is explicit: the company expanded its partnership with Warner Bros. Discovery, extending Crave as the exclusive Canadian home of HBO and Max content for multiple years. [19]

That deal isn’t just about one or two hit series. Bell’s release highlights a broad slate—The Last of Us, House of the Dragon, The White Lotus, plus legacy titles like The Sopranos and Game of Thrones, alongside the DC Universe and Harry Potter franchise value. [20]

WBD’s Canadian relationship is also woven into broader rights realignments: Broadcast Dialogue notes WBD has a multi-year licensing agreement with Crave for HBO Max/HBO and other WBD content, while Rogers became the home of various WBD lifestyle and factual brands in Canada earlier in the year. [21]

The scale of what could be disrupted: Crave’s subscriber base

Bell parent BCE reported that Crave reached 4.3 million subscribers as of early October 2025, underscoring how central streaming has become to its media strategy. [22]

That number matters because it sets the stakes: if Crave’s defining content supplier is acquired by Crave’s biggest global rival, Canada’s streaming market could shift abruptly when existing contracts roll over—even if nothing changes immediately.

Why regulators could get involved: competition, cultural policy, and a moving Canadian framework

Canada’s review wouldn’t be only about “consumer prices.” It can also involve competition dynamics and cultural-policy obligations that are uniquely Canadian.

  • The CRTC has been modernizing rules under the Online Streaming Act, explicitly describing a framework where online undertakings—including non-Canadian ones—are expected to meaningfully support Canadian programs and talent. [23]
  • Canada has also communicated ongoing updates around how Canadian content is defined and supported in this modernized system. [24]

In that environment, the Netflix-WBD deal isn’t just a corporate chess move. It potentially changes:

  1. Market power in premium TV (HBO-style content is one of the few remaining “must-have” differentiators).
  2. Negotiating leverage over Canadian rights windows (including whether a Canadian platform can realistically compete for top-tier libraries).
  3. The regulatory conversation about foreign streamers’ obligations (because what Netflix “is” in Canada could expand dramatically if it controls WBD’s studios and HBO pipeline).

The most likely Crave outcomes if Netflix acquires WBD’s studios and HBO

No one can responsibly promise a single outcome today, because licensing agreements, exclusivity windows, and any regulatory conditions will shape the final reality. But based on what’s publicly known, here are the scenarios that matter most for Canadian viewers:

1) Status quo—until contracts expire

Bell’s WBD partnership extension is for “multiple years,” and Broadcast Dialogue notes WBD currently has a multi-year Canadian licensing agreement with Crave. [25]
That strongly suggests Crave likely retains key HBO/Max rights in the near term, even if Netflix becomes the ultimate owner of those assets.

2) A negotiated carve-out or continued licensing—if regulators push for it

If Canadian competition authorities or broadcasting policymakers view a future “pullback” of HBO programming from Crave as materially harmful to market competition, Netflix could be pressured to maintain licensing arrangements for some period—or offer behavioral commitments.

3) A strategic pivot: Crave doubles down on “Canada-first” breadth while Netflix consolidates premium U.S. franchises

Bell has been expanding Crave’s broader content proposition and product footprint, and it has publicly framed Crave as a major domestic platform. [26]
If HBO ultimately migrates toward Netflix over a longer horizon, Crave’s competitive answer may be more Canadian originals, broader bundling, and differentiated live/sports/news integrations—rather than trying to outbid Netflix for U.S. studio libraries.

4) “Disaster in the making” risk: less choice and higher effective prices

This is the consumer fear at the heart of the backlash argument: if Netflix ends up controlling both Netflix-scale distribution and HBO-level prestige franchises, the market could shift from competition on content to competition on bundles—often where prices drift upward over time.

Reuters’ antitrust reporting captures why regulators will pay attention: Netflix’s “we must buy WBD to compete” thesis is contested, and critics argue the deal may reduce competition rather than enhance it. [27]


What happens next: the dates and pressure points that could decide everything

Here’s what to watch over the next several weeks and months:

  • Jan. 8, 2026: The initial expiration time for Paramount Skydance’s tender offer, unless extended. [28]
  • Q3 2026 (expected): The planned separation of WBD’s Global Networks business into the new publicly traded Discovery Global entity—an important prerequisite for Netflix’s acquisition structure. [29]
  • 12–18 months (expected): Netflix’s stated timeline range to close the WBD acquisition, subject to regulatory approvals and shareholder approval. [30]

And after today’s Harris Associates comments, one more pressure point moves to the top of the list:

  • Will Paramount revise its offer terms—not just price—to address financing certainty? [31]

Because right now, the narrative is no longer “Netflix vs. Paramount.” It’s certainty vs. ambition, with Canada’s Crave caught in the middle—an immediate example of how global consolidation can collide with local licensing realities and national regulatory priorities.

References

1. www.reuters.com, 2. ir.netflix.net, 3. www.bellmedia.ca, 4. www.reuters.com, 5. www.reuters.com, 6. ir.netflix.net, 7. ir.netflix.net, 8. ir.netflix.net, 9. ir.netflix.net, 10. ir.netflix.net, 11. www.sec.gov, 12. ir.wbd.com, 13. www.reuters.com, 14. www.wsj.com, 15. ir.wbd.com, 16. www.reuters.com, 17. www.reuters.com, 18. techcrunch.com, 19. www.bellmedia.ca, 20. www.bellmedia.ca, 21. broadcastdialogue.com, 22. www.prnewswire.com, 23. crtc.gc.ca, 24. www.canada.ca, 25. www.bellmedia.ca, 26. www.bellmedia.ca, 27. www.reuters.com, 28. www.sec.gov, 29. ir.netflix.net, 30. ir.netflix.net, 31. www.reuters.com

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