Warner Bros. Discovery Stock (WBD) Today: Takeover Bidding War Keeps Shares Pinned Near $30 as Deadlines and Regulators Loom

Warner Bros. Discovery, Inc. (NASDAQ: WBD) stock is trading less like a traditional media equity and more like a real-time referendum on deal odds. In the latest available quote on Tuesday, December 16, 2025, WBD traded around $29.71, essentially parked just below the headline $30-per-share cash price investors have been fixating on.

That “stuck to the offer” behavior makes sense: WBD is at the center of a high-stakes takeover fight, with Netflix defending its proposed transaction while Paramount Skydance presses a hostile tender offer directly to shareholders. The result is an event-driven stock where catalysts are measured in legal filings, regulatory signals, and calendar deadlines—not streaming subscriber charts.

What’s driving WBD stock on December 16, 2025

1) Netflix says its WBD deal stance is unchanged

A Reuters report dated December 15 says Netflix co-CEOs Greg Peters and Ted Sarandos told employees the company’s decision to acquire WBD assets “has not changed,” even after Paramount Skydance launched a hostile bid for the whole company. Reuters also highlighted Netflix’s attempt to reframe the antitrust debate: Netflix argued that even after combining with WBD, its U.S. “view share” would move from 8% to 9%, still behind YouTube (13%) and a potential Paramount/WBD combination (14%)—though attorneys cited by Reuters warned U.S. regulators may not treat YouTube and Netflix as interchangeable competitors. ^[1]

Why this matters for WBD shareholders: Netflix is signaling it won’t walk away quietly—and is already shaping the regulatory narrative in public.

2) Europe is emerging as a major wild card for any WBD merger outcome

A Los Angeles Times column published early December 16 argued that the most consequential governmental pushback to a merger involving WBD may come from Europe, not just Washington. The piece pointed to comments from Teresa Ribera, described as the EU’s top antitrust official, suggesting the European Commission could step in to assess any deal outcome later, and noted pressure inside Europe for close scrutiny. The column also flagged UNIC, a European cinema trade group, as an organized opponent—particularly focused on Netflix’s historical approach to theatrical windows. ^[2]

Why this matters for WBD stock: investors pricing a quick, clean close may be underestimating the “extra jurisdiction” risk. Even if U.S. regulators ultimately approve, a tougher European review could slow timelines or force remedies.

3) The “mega-deal era” narrative is amplifying the spotlight on WBD

Reuters Breakingviews on December 16 framed Paramount Skydance’s WBD bid as part of a broader surge in jumbo M&A. It reported worldwide merger activity of roughly $4 trillion by the end of November, more than 40% higher than the same period a year earlier (per LSEG data), and cited a Morgan Stanley call projecting $7.8 trillion of global M&A volume in 2027. ^[3]

Why this matters: when markets believe they’re in a permissive M&A cycle, they tend to “lean into” takeover probability—supporting deal-linked prices and compressing spreads.

The hard deadlines investors are watching

WBD’s board response: “within 10 business days”

In an official WBD release dated December 8, the company confirmed receipt of Paramount Skydance’s unsolicited tender offer. Crucially, WBD said its board would review the offer with advisors, was not modifying its recommendation on the Netflix agreement at that time, and intended to advise stockholders of its recommendation regarding the Paramount tender offer within 10 business days. It also explicitly told shareholders not to take any action at that time. ^[4]

“Within 10 business days” from the December 8 commencement has been widely interpreted as putting the next big decision point around Monday, December 22, 2025 (the “board speaks” moment that can reset the market’s assumptions). ^[5]

Paramount’s tender offer clock: expiration set for January 8, 2026

Paramount’s tender offer documentation filed with the SEC states the offer is scheduled to expire at 5:00 p.m., New York City time, on January 8, 2026, unless extended. ^[6]

The same document also notes withdrawal mechanics, including that tenders are generally withdrawable before the expiration date, and provides a later withdrawal provision if shares haven’t been accepted for payment after a specified period. ^[7]

Why this date matters for WBD traders: it’s the next “hard” timestamp after the board’s recommendation window—another point where either momentum builds (strong tender participation) or the process stalls (extensions, conditions, or shifting bids).

Deal terms: why $30 isn’t the whole story

Paramount Skydance: all-cash, $30 per share—and “no financing condition”

Paramount’s message to WBD shareholders has been simple: $30 in cash is clean and comparable, while Netflix’s structure is more complex. In a December 10 shareholder letter, Paramount said it had presented multiple proposals over prior weeks and framed its tender offer as “superior value” with a faster, more certain close. The letter claims Paramount’s offer is not subject to financing conditions and describes funding via $41 billion of new equity (backstopped by the Ellison family and RedBird Capital) plus $54 billion of debt commitments from named lenders. ^[8]

Paramount also attacked the “stub” value question: it argued Netflix’s transaction leaves WBD shareholders exposed to the future value of the cable-heavy Global Networks business, and it floated an illustrative valuation of about ~$1 per share for that segment—implying the Netflix headline value could be lower than it looks once you haircut time and risk. ^[9]

Netflix: cash + stock mechanics, plus a very large regulatory reverse termination fee

The SEC tender-offer filing includes a detailed comparison of the Netflix and Paramount structures. It describes Netflix consideration including $23.25 in cash plus a variable number of Netflix shares tied to a pricing collar designed to deliver a $4.50 stock component under certain VWAP conditions. ^[10]

It also lists a $5.8 billion regulatory reverse termination fee payable by Netflix upon certain regulatory-related terminations. ^[11]

For WBD, the same materials describe an approximately $2.8 billion termination fee payable by WBD under certain circumstances such as terminating for a superior proposal. ^[12]

Why WBD investors should care: fees and collars shape negotiating leverage. A high reverse termination fee can reassure a seller that the buyer will fight for approvals—but it can also become a political lightning rod if regulators see it as pressuring acceptance.

Why WBD’s share price is hugging $30

When a credible all-cash tender offer exists at a known price, the stock often behaves like a deal spread instrument:

If the market believed the $30 close was guaranteed and imminent, WBD would gravitate to (or slightly above) $30.
If investors expect delays, extensions, regulatory friction, or a chance the deal breaks, the stock trades below $30 as compensation for that risk and the time value of money.

With WBD near $29.71 versus $30.00, the spread is roughly $0.29 (about 1%). ^[13]

That’s the market’s shorthand for: “We think something is likely, but not risk-free.”

Analyst forecasts vs. deal pricing: two different universes

One of the weirdest things about takeover situations is that “stock forecast” pages and Wall Street price targets can lag the reality of an event-driven tape.

For example, MarketBeat’s consensus (as captured in its latest snapshot) shows an average 12‑month WBD price target of $22.58 based on 27 analysts, implying downside from current deal-inflated trading levels. ^[14]

Meanwhile, other consensus trackers put the average target higher—but still typically below the takeover anchor—for instance Investing.com’s consensus estimate shows an average target around the mid‑$20s. ^[15]

How to interpret that gap:

Fundamental targets often reflect what analysts think WBD is worth as a standalone business (or under an older base-case) based on cash flow, debt, and media-industry trends.
Deal pricing reflects a probability-weighted outcome of specific transactions with specific terms.

In plain English: right now the market is voting on lawyers, regulators, and boards—not just content slates.

A key piece of “deal math”: time value and headline risk

A notable theme in recent research notes is that once a stock reaches the headline bid zone, upside can become limited unless a bidding war escalates.

TipRanks/TheFly reported Seaport Research downgraded WBD to Neutral from Buy, explicitly citing the likely 12–18 month time-value impact on offered values and the headline/regulatory uncertainty—arguing the shares had limited upside from those levels. ^[16]

Even if you ignore precise timelines, the intuition is simple: the closer WBD trades to $30, the more the market is saying “most of the easy money is already gone,” unless a higher bid emerges.

The big risks that could still move WBD stock sharply

Regulatory risk (U.S. and EU)

Reuters noted skepticism that U.S. antitrust enforcers will accept a Netflix-vs-YouTube framing as a direct market definition. ^[17]
The Los Angeles Times emphasized potential European scrutiny and organized cinema opposition, which could complicate timing and remedies. ^[18]

Structure risk: “whole company” vs. “assets” deal

If one bid targets the entire company and another targets studios/streaming while leaving a cable-heavy remainder, the comparison isn’t just price—it’s what you actually own afterward and how the “left-behind” business is valued. Paramount has leaned hard into that argument. ^[19]

Process risk: board recommendation and shareholder behavior

WBD has told shareholders not to act yet, pending the board’s formal recommendation on the tender offer. That recommendation—and the reasoning behind it—can shift institutional behavior quickly. ^[20]

Timeline risk: tender offer expiration and potential extensions

Paramount’s offer is scheduled to expire January 8, 2026, but it can be extended, and real-world closes can slip if conditions aren’t satisfied. ^[21]

What to watch next for Warner Bros. Discovery stock

As of December 16, 2025, the WBD playbook is straightforward (even if the outcome isn’t):

WBD board’s recommendation window (expected around December 22) for the Paramount tender offer—this is the next “binary-feeling” catalyst. ^[22]
Regulatory posture: whether political and competition authorities signal a smoother or tougher path, especially in Europe. ^[23]
Bid dynamics: whether Netflix improves terms, Paramount raises the offer, or either side changes strategy as shareholder and regulator reactions come into focus. ^[24]
Tender offer milestones toward January 8, 2026, including any extension announcements or unusual tender participation signals. ^[25]

For now, WBD stock’s near-$30 price action is the market’s way of saying: this is no longer a slow-burn streaming turnaround story—it’s a merger battlefield with a countdown clock.