Warner Bros. Discovery Board Endorses Netflix’s $27.75 Cash Offer for $83B Deal

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Warner Bros. Discovery board unanimously endorsed Netflix’s revised all-cash takeover offer of $27.75 per share, valuing the deal at about $83 billion despite a rival hostile bid from Paramount Skydance. Ongoing shareholder lawsuits, financing risks and regulatory approval uncertainties could impact the transaction’s completion and post-merger integration.

1. Board Endorses Netflix’s $82.7 Billion Offer

On December 5, 2025, Warner Bros. Discovery’s board unanimously approved Netflix’s all‐cash bid valued at $82.7 billion for its film and television studios, content library and HBO/HBO Max assets. In a detailed 45‐page fairness opinion, WBD directors concluded that the bid represented a 20% premium to Warner Bros. Discovery’s unaffected share price on November 30, 2025, and would unlock significant value for long‐term shareholders by monetizing legacy studio assets at an attractive multiple of current operating cash flows.

2. Paramount Skydance Launches Hostile Counteroffensive

Just two weeks after the board vote, Paramount Skydance filed a hostile takeover proposal to acquire 100% of Warner Bros. Discovery for an enterprise value of $92 billion, surpassing Netflix’s offer by 11%. Paramount Skydance has initiated a proxy contest and submitted a Delaware Chancery Court complaint seeking expedited discovery on WBD’s transaction negotiations. In response, WBD has reaffirmed its board recommendation for Netflix’s offer, citing superior strategic fit and lower integration risk compared to Paramount Skydance’s bid, which includes plans to divest HBO Max and parts of the Discovery portfolio.

3. Regulatory and Integration Risks Under Scrutiny

Market observers are closely watching antitrust regulators in the U.S. and EU, where WBD faces inquiries into potential market concentration in streaming and film production. Internal memos obtained by analysts project that remedy discussions could extend closing timelines by three to six months and add up to $1.2 billion in divestiture costs. WBD management has stated publicly that it anticipates completing the transaction within 12 to 18 months of announcement, but warned that regulatory approvals represent the principal contingent risk to timeline and deal economics.

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