Warner Bros. Discovery, Inc. Series A (NASDAQ: WBD) is trading like a live market referendum on one question: does the Netflix agreement hold—or does Paramount Skydance come back with a cleaner, higher, and more financeable offer? On December 19, 2025, WBD shares traded around $28.15, after opening near $27.80 and moving in an intraday range of roughly $27.60 to $28.445, underscoring how tightly the stock is tethered to deal headlines and merger-arbitrage expectations.
The day’s most market-moving update: Harris Associates—described as WBD’s fifth-largest shareholder—said it would be “very open” to a revised Paramount Skydance bid if Paramount improves the economics and fixes key deal-term issues. [1]
What happened on Dec. 19: A major WBD shareholder opens the door—conditionally
In comments reported early on Dec. 19, Harris Associates (about a 3.9% WBD stake) framed the Netflix vs. Paramount choice as similar on headline value today, but not equal in structure. Harris portfolio manager Alex Fitch said the two offers are “comparable on value,” while calling Netflix’s proposal “superior on deal terms.” The important twist for investors: Harris also stressed those Paramount deal-term problems look fixable—and that a revised, “superior” bid could win support. [2]
In practical trading terms, that statement does two things at once:
- It keeps the takeover race alive (a reason WBD doesn’t simply collapse toward a “standalone fundamentals” price).
- It also raises the bar for Paramount: incremental dollars alone may not be enough if financing certainty and closing risk remain contested.
Why WBD stock is acting like a deal-arb ticker, not a media stock
WBD’s current tape is less about quarterly streaming subs and more about probabilities:
- Probability the Netflix transaction closes under its current terms
- Probability Paramount raises and/or restructures its offer
- Probability regulators, financing, or shareholder dynamics delay or derail a closing
- Probability WBD’s “remaining” assets (the networks business in the Netflix path) re-rate via a spin-off and/or asset sales
That’s why day-to-day moves can look “small” while the underlying story is enormous: the market is constantly repricing the odds of multiple endgames.
A clear signal of uncertainty arrived just before today. According to a Bloomberg report carried by Yahoo Finance, WBD shares fell 2.1% on Thursday (Dec. 18) to close at $27.61—below Netflix’s $27.75 implied offer value—suggesting traders were cooling on the chances of a true bidding war. [3]
Today’s rebound back above that level shows how quickly sentiment can snap back when a credible shareholder hints a better bid is possible.
Netflix vs. Paramount: the “price” is not the whole story
The Netflix agreement: cash + stock + a “left-behind” networks company
WBD’s board has been explicit that it prefers the Netflix path—because it believes the Netflix deal is more certain and contractually stronger.
In WBD’s own board communication, the company described the Netflix consideration (for the streaming/studio combination) as including:
- $23.25 in cash, plus
- $4.50 in Netflix stock (subject to a collar range tied to Netflix’s share price at closing), plus
- additional value from shares of the separated networks business (“Discovery Global”), with upside potential after separation. [4]
The board also argued the Netflix deal is a binding merger agreement backed by Netflix’s balance sheet, emphasizing that it requires no equity financing and includes “robust” debt commitments. [5]
Paramount Skydance: $30 all-cash, but WBD calls it “illusory”
Paramount Skydance’s tender offer is straightforward on its face—$30 per share in cash for all of WBD—but WBD’s board has attacked the offer’s financing certainty and the structure of the backstop. [6]
WBD also underlined that a tender offer can be amended or terminated and is not the same thing as a signed merger agreement, warning investors about “untenable” downside if the bid doesn’t close. [7]
For investors trying to reconcile the math, one line from WBD’s own letter matters: the board argued that switching paths could impose roughly $4.3 billion in potential costs (including a $2.8B termination fee and about $1.5B in financing-related costs), which it equated to roughly $1.66 per share borne by shareholders in certain scenarios. [8]
That’s a key reason today’s shareholder commentary (Harris saying the Paramount terms are “addressable”) is so consequential: Paramount may need to improve not only the headline price, but also the economic leakage and closing-risk profile.
The clock investors are watching: January 8, 2026
Even though today is Dec. 19, the next hard calendar marker is close: Paramount’s tender offer is set to remain open until Jan. 8, 2026, unless extended. [9]
That deadline creates a near-term “decision window” for:
- large shareholders weighing whether Paramount improves terms,
- merger-arb funds positioning around the spread,
- and WBD’s board continuing to campaign for the Netflix route.
A second storyline supporting the Netflix path: new interest in WBD’s cable networks
One reason WBD’s board believes the Netflix deal can deliver “superior” value is that shareholders don’t just get Netflix consideration—they may also end up owning (and later monetizing) the networks business Netflix doesn’t want.
This week’s reporting reinforced that idea. Financial Times coverage (also referenced in Reuters) described Standard General founder Soo Kim being approached about potentially buying or investing in WBD’s traditional cable assets (including CNN)—a sign that capital may be available for the “left-behind” networks portfolio. [10]
Entertainment-industry reporting has also pointed to the planned separation of these networks into a standalone company commonly referred to as Discovery Global, and suggested that analysts have pegged the networks’ value above what Paramount’s bid implies for that segment. [11]
Bottom line: if the market starts to believe Discovery Global can attract real bids or fresh capital, it raises the effective value of staying with Netflix—even if Netflix’s headline per-share number looks lower than Paramount’s.
WBD stock forecast: what Wall Street targets say (and why they’re messy right now)
Traditional “12-month price targets” are unusually hard to interpret during an active M&A contest—because the “price target” becomes less about EBITDA and more about deal probability. Still, investors are watching published consensus figures for clues on how analysts balance upside from bids vs. downside if deals fail.
As of Dec. 19, major tracking services show a wide range:
- TipRanks lists an average WBD target around $22.32, with a high forecast of $29.50 and a low of $14.75 (based on analysts’ recent 12‑month targets). [12]
- MarketBeat shows a consensus target around $23.22, with targets spanning roughly $10 to $35. [13]
- MarketWatch summarizes WBD as “Overweight” on average, with an average target price shown around $26.23 (methodologies vary by provider). [14]
Why would consensus targets cluster below the current trading level near $28? In many cases, these targets:
- reflect standalone valuation frameworks built before the takeover premium expanded, and/or
- incorporate some probability that a deal doesn’t close or closes on less favorable terms, and/or
- treat the cable/networks separation as a value overhang until clearer pricing emerges.
Recent bank calls: targets shifting toward the deal zone
In the last 24–48 hours, some firms have moved targets closer to where the deal math is landing:
- Morgan Stanley raised its price target to $29 from $15 and kept an Equal Weight rating, citing broader media/entertainment momentum heading into 2026. [15]
- Deutsche Bank raised its target to $29.50 from $26 and maintained a Buy rating, explicitly tying the move to the Netflix/WBD structure and the probability of continued rival interest. [16]
These revisions highlight the present reality: analysts are being forced to model “deal trees,” not just earnings.
What matters next for WBD shareholders: scenarios to watch
From here, WBD trading will likely hinge on which of these scenarios looks most probable:
- Netflix deal closes as negotiated
WBD shareholders receive the cash/stock package plus exposure to the separated networks entity, as described by WBD’s board. [17] - Paramount returns with a revised bid that fixes deal terms
Harris Associates’ comments suggest that a better-structured Paramount offer could gain meaningful shareholder support. [18] - A prolonged standoff (or regulatory/financing shocks) widens uncertainty
The longer the path, the more the stock can trade on shifting odds—especially with a hard tender timeline in early January. [19]
The takeaway on Dec. 19, 2025
WBD stock is not moving on ordinary media-sector narratives right now. Instead, it’s reacting to a high-stakes contest where deal certainty, financing credibility, break-fee economics, and the “value of what’s left behind” may matter as much as the headline price.
Today’s most important development is that a major shareholder has publicly signaled: Paramount still has a path—but only if it improves the offer in a way that reduces risk, not just increases dollars. [20]
References
1. www.reuters.com, 2. www.reuters.com, 3. finance.yahoo.com, 4. ir.wbd.com, 5. ir.wbd.com, 6. ir.wbd.com, 7. ir.wbd.com, 8. www.businessinsider.com, 9. www.axios.com, 10. www.ft.com, 11. www.thewrap.com, 12. www.tipranks.com, 13. www.marketbeat.com, 14. www.marketwatch.com, 15. www.tipranks.com, 16. www.tipranks.com, 17. ir.wbd.com, 18. www.reuters.com, 19. www.axios.com, 20. www.reuters.com
