LOS ANGELES, January 20, 2026, 05:32 (PST)
- Netflix revised its Warner Bros. Discovery agreement, now proposing a $27.75-per-share all-cash offer while maintaining the enterprise value at $82.7 billion.
- Paramount Skydance’s $30-per-share tender offer is set to expire on Jan. 21.
- Warner Bros. Discovery revealed a per-share valuation range of $1.33 to $6.86 for the upcoming Discovery Global spinoff.
Netflix has shifted to an all-cash bid for Warner Bros. Discovery’s studio and streaming units, keeping the price steady at $82.7 billion in a move to edge out Paramount Skydance. The updated offer would pay Warner shareholders $27.75 per share, according to a filing on Tuesday. 1
The move comes just a day ahead of Paramount’s tender offer deadline on Jan. 21, following a drop in Netflix shares that made the stock portion less attractive. Netflix announced it plans to back the revised offer using cash reserves, credit lines, and committed financing. 2
Warner’s board had initially approved Netflix’s original offer of $23.25 in cash plus $4.50 in Netflix stock. Now, the revised deal drops the stock component but keeps the total price unchanged. The package covers Warner’s film and TV studios, its extensive content library, and the HBO Max streaming service, known for hits like “Game of Thrones,” “Harry Potter,” and DC’s Batman and Superman. 3
Warner’s plan to split its business remains on track: the streaming and studios unit will form a new company called Warner Bros, while the global linear networks—traditional cable channels—and other assets will be spun off into Discovery Global. Warner shareholders are set to receive shares in Discovery Global once the split happens, although the exact distribution ratio hasn’t been finalized. 4
Netflix co-CEO Ted Sarandos described the all-cash deal as a move to “provide greater financial certainty” and quicken the timeline to a shareholder vote. Warner expects that vote to take place by April, pending the U.S. Securities and Exchange Commission’s approval of the proxy materials. 5
Paramount insists the Discovery Global spinoff offers minimal value, warning investors its equity might range from worthless to just 50 cents a share. Warner, on the other hand, valued Discovery Global’s equity between $1.33 and $6.86 per share in a recent filing, with the higher figure linked to a potential acquisition. 6
Investors reacted cautiously to the announcement. Netflix shares edged up roughly 1.3% in premarket trading, while Warner Bros. Discovery dipped a bit, following the companies’ confirmation that the per-share price remained unchanged. 7
Paramount has escalated the battle to both the courtroom and the boardroom, suing Warner earlier this month to demand more transparency on the Netflix deal’s valuation. It also announced plans to nominate directors in a proxy fight. “Raise the bid. Money talks,” said Craig Huber, an analyst at Huber Research Partners. 8
Warner contends that Netflix’s offer poses less financial risk than Paramount’s, despite both deals saddling the merged company with heavy debt. The Netflix arrangement would leave around $85 billion in debt and a leverage ratio—debt to earnings—below four, compared to roughly seven under Paramount’s proposal. Warner also highlighted that Netflix’s investment-grade rating contrasts with Paramount’s junk status from S&P. 9
Last week, a Delaware judge turned down Paramount’s bid to fast-track its lawsuit, ruling the company hadn’t proven it faced “irreparable harm” from Warner’s disclosures. The judge noted that if Paramount’s tender offer fails, it could actually clear the way for the Netflix deal. 10
Cash isn’t the main hurdle—shareholder approval and regulatory scrutiny remain major wild cards. Lawmakers from both parties have flagged concerns over consolidation, and President Donald Trump has indicated he intends to get involved. Ross Benes, an Emarketer analyst, noted that Warner “does not want to sell to Paramount.” 11
