Warner Bros. Discovery is doubling down on Netflix, backing an all-cash takeover for its studios and HBO Max business as a rival bid from Paramount hangs in the background. In a new regulatory filing on Tuesday, Warner said its board approved an amended offer from Netflix of $27.75 per share, now entirely in cash, per the Wall Street Journal. The total value of the deal remains about $72 billion. The all-cash structure removes a stock "collar" that had protected Warner shareholders from swings in Netflix's share price—volatility that became more pressing after Netflix stock slid roughly 15% following the deal announcement in December and Paramount's competing proposal.
Warner and Netflix say they expect shareholders will be able to vote on the revised deal by April, with Netflix co-CEO Greg Peters calling the new terms a sign of the company's "commitment to the transaction." The filing also revealed that the new agreement cuts by $260 million the amount of debt to be assigned to Discovery Global, the soon-to-be separate company housing cable networks such as CNN, TNT, and the Food Network, thanks to stronger-than-expected cash flow last year.
The move comes as Paramount keeps pressing a hostile, roughly $77.9 billion all-cash bid for all of Warner, including its cable networks, and prepares for a proxy battle for board seats. Warner has argued that Netflix's offer is preferable, as its investors would retain ownership in the cable-network spinoff; Paramount has publicly dismissed that part of the business as worthless.
Warner's filing also projected revenue of $17 billion and an adjusted EBITDA of $5.4 billion in 2026, declining to $15.6 billion and $3.8 billion, respectively, by 2030. CNN alone is expected to produce $1.8 billion in revenue this year and $2.2 billion by 2030. Meanwhile, a judge last week rejected Paramount's attempt to fast-track a lawsuit seeking more disclosure on the Netflix deal, ruling the company hadn't shown it would face irreparable harm.
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