Warner Bros. Discovery, Inc. (NASDAQ: WBD) stock is trading like a company caught in the gravitational field of two giants—because it is. Shares hovered around $28.89 in Tuesday trading (Dec. 23, 2025) as investors weighed a strengthened hostile bid from Paramount Skydance against Warner Bros. Discovery’s board-backed agreement with Netflix. [1]
At the center of today’s move is a simple question with very not-simple implications: Which deal—if any—actually closes? That uncertainty is what’s setting the tone for WBD stock right now, and it’s also why traditional “fundamentals-first” stock narratives have taken a back seat to merger math, financing certainty, and regulatory risk. [2]
What’s driving WBD stock on Dec. 23, 2025
The biggest headline today: A major WBD shareholder says Paramount’s newly amended offer is still “not sufficient.” Reuters reports that Harris Oakmark, described as Warner Bros. Discovery’s fifth-largest shareholder (about 96 million shares, roughly 4% as of the end of September), said Paramount’s changes were “necessary, but not sufficient,” and argued Paramount would need to provide a greater incentive if it wants to win. [3]
That pushback matters because WBD stock is no longer trading purely on quarterly performance—it’s trading on the probability-weighted outcome of competing takeover paths.
The two competing offers: what WBD shareholders are being asked to choose
1) Paramount Skydance: $30 per share (hostile tender offer, amended)
Paramount Skydance’s offer remains $30 per share and all-cash, but it was amended to strengthen credibility and closing confidence—without raising the headline price. [4]
Key update: Oracle co-founder Larry Ellison is now personally guaranteeing $40.4 billion tied to the financing, addressing concerns that portions of the funding had been held in a structure investors questioned (Reuters describes concerns tied to a revocable trust). [5]
Paramount also increased the fee it would pay if regulators block the deal to $5.8 billion (up from $5 billion) and extended the shareholder decision deadline to Jan. 21, 2026 (from Jan. 8). [6]
2) Netflix + WBD: $27.75 per share (cash + stock) plus the spinoff value
WBD’s board has already recommended that shareholders support the Netflix agreement, describing it as the more certain value path. [7]
Under WBD’s description of the Netflix deal terms, shareholders would receive $23.25 in cash and $4.50 in Netflix shares (with a collar mechanism described by WBD), plus the additional value associated with WBD’s planned separation of its Global Linear Networks business (the future “Discovery Global”). [8]
Netflix, in its own investor communication, also framed the deal as fully negotiated and financed, highlighting the transaction value at $27.75 per WBD share and an enterprise value of roughly $82.7 billion, while pointing to incremental value from the Discovery Global separation expected in Q3 2026. [9]
Why WBD stock is stuck between $27.75 and $30
With WBD trading around $28.89 today, the market is effectively pricing in a live auction—and a live risk model. [10]
A practical way to interpret today’s price action:
- Compared with Paramount’s $30 cash offer, WBD at ~$28.89 implies a spread of about 3.9%—not “free money,” but compensation for time, regulatory risk, financing risk, and deal-break risk. [11]
- Compared with the $27.75 Netflix value (before considering the spinoff value), WBD trading above that level suggests investors are assigning material odds to either (a) Paramount ultimately winning, (b) Netflix improving terms, and/or (c) meaningful value being attributed to the Discovery Global separation. [12]
Reuters even quotes one key shareholder describing the two paths as essentially a “toss-up,” which fits what the stock price is signaling when it sits between the two headline offers. [13]
Financing certainty is now a headline catalyst (not a footnote)
M&A deals often live or die on boring details—committed financing, covenants, and what happens if regulators say no.
Paramount’s credibility fix: the Ellison guarantee
The amended Paramount bid’s biggest change is the personal guarantee from Larry Ellison. That’s designed to reduce investor anxiety about whether the equity backstop is truly locked down. [14]
Reuters reports some investors explicitly see this as improving stability and reducing financing uncertainty—even among those who still want a higher price. [15]
Netflix’s answer: refinancing the war chest
Netflix, meanwhile, has been shoring up its own funding package. Reuters reports Netflix refinanced part of its $59 billion bridge loan by securing a $5 billion revolving credit facility plus two $10 billion delayed-draw term loans, leaving about $34 billion to be syndicated. [16]
That matters because one of WBD’s board arguments in favor of Netflix is closing certainty—and the market watches every financing update like it’s a playoff injury report. [17]
The structural backdrop: WBD’s planned split and why it’s central to both bids
This takeover drama didn’t come out of nowhere. In mid-2025, WBD announced plans to separate into two publicly traded companies, splitting its studios/streaming operations from its cable networks business. Reuters reported the structure as a tax-free transaction expected by mid-2026, with the streaming-and-studios business containing crown-jewel assets and the networks unit housing properties such as CNN and TNT Sports (and holding most of the company’s debt in that plan). [18]
Netflix’s deal is explicitly designed to close after WBD completes the separation, with Reuters reporting the studio-and-streaming acquisition expected to close after the Global Networks unit is spun off in Q3 2026. [19]
That separation also helps explain why “Who owns what?” is such a big deal:
- Under the split framework, “Streaming & Studios” includes brands like Warner Bros. Television, Warner Bros. Motion Picture Group, DC Studios, HBO, and HBO Max, according to WBD’s corporate announcement. [20]
- The networks business (often discussed as Discovery Global) is the legacy cable side that many investors expect could be sold, consolidated, or restructured further over time. [21]
And yes—there are already signs the market is thinking about the networks unit as a standalone target. Reuters reported that Standard General had been in talks about investing in or buying all/part of WBD’s cable assets, including CNN, based on a Financial Times report. [22]
What analysts are forecasting for WBD stock (and why forecasts look weird right now)
Here’s the awkward truth: traditional analyst price targets can become less informative when a stock is trading on deal odds. Still, investors track them because they act as a sanity check for “what the stock might be worth if the deal breaks.”
As of Dec. 23, different data providers show noticeably different consensus targets:
- MarketBeat lists a “Moderate Buy” consensus with an average 12‑month price target of $23.22 (with targets ranging from $10 to $35), implying downside from recent levels. [23]
- StockAnalysis shows a consensus “Buy” rating and an average target of $19.47 (range $10 to $30), also implying downside from current trading levels—again, likely reflecting a blend of older fundamental targets and uncertainty around deal outcomes. [24]
- MarketWatch, by contrast, shows an average target around $27.23 with a wide range (high $44 / low $10), implying only modest upside from where the stock is trading today. [25]
Why the spread? Likely because each service pulls from different sets of analysts, different update timings, and different assumptions about whether the company continues as-is versus being broken up or acquired.
One additional valuation datapoint floating in today’s coverage: a Morningstar headline summary notes it maintains a fair value estimate of $28 per share for Warner Bros. Discovery. [26]
The key dates and catalysts WBD investors are watching next
Even if you ignore all the Hollywood-level drama, the stock’s next moves are likely to follow a few concrete milestones:
- Now through Jan. 21, 2026: WBD shareholders have until this date to respond to the Paramount tender offer (extended from Jan. 8). [27]
- Any Netflix counter-move: Reuters reports at least one shareholder said they may tender to Paramount if Netflix doesn’t counter—a clue to what could spark the next leg up or down in WBD stock. [28]
- Regulatory and closing path clarity: WBD’s board has argued there is “no material difference” in regulatory risk between the Paramount and Netflix paths, but both scenarios carry meaningful scrutiny risk in a consolidating media landscape. [29]
- Q3 2026 separation timeline: Multiple disclosures tie the Netflix closing timeline to WBD’s planned separation of the networks business. [30]
Bottom line for WBD stock on Dec. 23: it’s a deal-probability trade
As of today, Warner Bros. Discovery stock is behaving less like a media earnings story and more like a real-time referendum on deal certainty. The Paramount bid now looks more financeable on paper thanks to Ellison’s personal guarantee, but one of the company’s major shareholders is publicly signaling: nice upgrade, still not enough. [31]
Meanwhile, Netflix is strengthening its own financing package and leaning on WBD’s board endorsement, with the planned separation of Discovery Global sitting at the center of how value ultimately flows to shareholders. [32]
References
1. www.reuters.com, 2. www.reuters.com, 3. www.reuters.com, 4. www.reuters.com, 5. www.reuters.com, 6. www.reuters.com, 7. ir.wbd.com, 8. ir.wbd.com, 9. ir.netflix.net, 10. www.reuters.com, 11. www.reuters.com, 12. ir.wbd.com, 13. www.reuters.com, 14. www.reuters.com, 15. www.reuters.com, 16. www.reuters.com, 17. ir.wbd.com, 18. www.reuters.com, 19. www.reuters.com, 20. www.wbd.com, 21. www.reuters.com, 22. www.reuters.com, 23. www.marketbeat.com, 24. stockanalysis.com, 25. www.marketwatch.com, 26. www.morningstar.com, 27. www.reuters.com, 28. www.reuters.com, 29. ir.wbd.com, 30. www.reuters.com, 31. www.reuters.com, 32. www.reuters.com
