Netflix has revised its proposed acquisition of Warner Bros. Discovery (WBD), reshaping the deal structure in a move that directly counters Paramount’s competing takeover bid for the legacy media company.
The streaming giant announced on Tuesday that it has amended its agreement with WBD to make the transaction entirely cash-based, while keeping the per-share valuation unchanged at $27.75. Netflix said the revised terms are designed to offer greater certainty to shareholders and speed up the approval process.
Warner Bros. Discovery had first revealed in December that it planned to sell its studios and streaming operations in a landmark transaction valued at $82.7 billion, including an equity value of $72 billion. That initial agreement with Netflix was structured as a mix of cash and stock. The deal covers Warner Bros.’ film and television studios as well as premium assets such as HBO and HBO Max.
The competitive landscape shifted weeks later when Paramount, in partnership with Skydance, submitted a rival all-cash offer valued at $108.4 billion, intensifying the battle for control of one of Hollywood’s oldest studios. Paramount’s bid put pressure on Netflix to strengthen its proposal.
Under the revised agreement, Netflix has removed the stock component entirely, a change the company says eliminates exposure to market volatility. In its statement, Netflix said the updated structure “simplifies the transaction, provides greater certainty of value for WBD stockholders, and accelerates the path to a stockholder vote.” The company added that an all-cash deal ensures shareholders know exactly what they will receive at closing.
The amended agreement has been unanimously approved by the boards of both Netflix and Warner Bros. Discovery. WBD shareholders are expected to vote on the transaction by April 2026.
The development comes amid escalating legal and corporate tensions. Paramount Skydance has filed a lawsuit against Warner Bros. Discovery, seeking disclosure of financial details related to its deal with Netflix, further complicating an already high-stakes contest.
