The battle for Warner Bros. Discovery has gone full-on hostile.
Paramount Skydance has launched an all-cash tender offer directly to Warner Bros. Discovery (WBD) shareholders, outbidding Netflix and transforming an already dramatic bidding war into one of the most consequential media fights in years.
Paramount Goes Straight to Shareholders
After WBD’s board agreed to sell its film studio and streaming assets to Netflix for $27.75 per share, Paramount Skydance came back with a louder, sharper answer: $30 per share, all cash, for the entire company, not just the studio and streaming units.
The tender offer, announced Monday, bypasses Warner’s leadership and appeals directly to shareholders. It’s the sixth bid Paramount has made for WBD and, by its own count, represents roughly $17.6 billion more in value than Netflix’s proposal.
“WBD shareholders deserve an opportunity to consider our superior all-cash offer for their shares in the entire company,” Paramount Skydance CEO David Ellison said in a statement, arguing that the Netflix deal exposes investors to regulatory risk, stock volatility, and an uncertain future for Warner’s legacy cable networks.
Under the Netflix agreement, Warner Bros. Discovery would spin off its TV networks — including CNN and TNT — into a separate company, while Netflix focuses on acquiring the studio, HBO/HBO Max, and streaming assets. Paramount’s bid, by contrast, aims to buy everything in one shot.
How Paramount Is Funding the Fight
The boldness of the offer immediately raised questions about how Paramount Skydance would finance such a massive all-cash deal.
In filings with the U.S. Securities and Exchange Commission, Paramount disclosed that it is leaning heavily on debt financing backed by a trio of sovereign wealth funds from Saudi Arabia, Qatar, and Abu Dhabi, with Jared Kushner’s Affinity Partners also involved.
To try to sidestep a national security review, the investors have agreed to forgo traditional governance rights such as board seats, according to the filing. That structure is meant to reassure regulators who might otherwise balk at foreign-backed money helping fund a takeover of one of Hollywood’s most iconic entertainment companies.
The tender offer forces Warner Bros. Discovery to respond formally: WBD will have to file with the SEC explaining why it chose Netflix’s mix of cash and stock over Paramount’s all-cash proposal — a document investors and rivals will scrutinize closely.
Antitrust Fears and Political Heat
The deal isn’t just a Wall Street story; it’s already a Washington story too.
Lawmakers and regulators have signaled concern that combining Netflix — the world’s leading subscription streamer — with HBO Max and Warner’s broader content library could create a lopsided amount of power in the streaming market.
The White House has also weighed in. President Donald Trump said he would “be involved in that decision,” warning that a Netflix–HBO Max combination “could be a problem” for competition.
Ellison, in turn, has leaned into that argument, positioning Paramount’s offer as the more pro-competition option. He told CNBC he’s grateful for his relationship with Trump but believes allowing the number-one streamer to merge with a top rival would be anti-competitive.
The political backdrop raises the stakes: whichever bid ultimately wins will need to survive intense antitrust scrutiny in the U.S. and abroad. Netflix’s deal is currently expected to close no earlier than the third quarter of next year, assuming regulators don’t block or significantly delay it.
What’s at Risk for Theaters and the Film Business
A Netflix-controlled Warner Bros. Discovery could also reshape how movies reach audiences.
Netflix has said it will honor Warner’s existing theatrical commitments, but analysts and theater operators worry about what happens after those contracts expire. Netflix has historically favored shorter theatrical windows or straight-to-streaming releases, which could squeeze cinema chains already under pressure.
Wedbush analyst Alicia Reese noted that shares of major exhibitors such as Cinemark, AMC, and Marcus have already come under pressure on fears that a Netflix–WBD tie-up could further shorten theatrical windows or bypass cinemas for many titles.
Ellison, by contrast, is trying to reassure the industry. He has pledged that a Paramount-owned WBD would release 30 movies exclusively in theaters each year, underscoring a more traditional stance on the big screen.
The contrast frames a broader philosophical clash: Netflix’s streaming-first model versus Paramount’s promise of a theater-plus-streaming hybrid.
What Happens Next
For now, Warner Bros. Discovery’s board remains officially committed to the Netflix deal. But Paramount’s move forces a decision point.
- Netflix’s offer: $27.75 per share, a mix of cash and stock, focused on studios and streaming, with WBD’s cable networks spun off into a separate entity.
- Paramount Skydance’s offer: $30 per share, all cash, for the entire company, funded with a combination of debt and equity backstopped by sovereign wealth funds and private investors.
The tender offer runs through 5 p.m. on January 8, giving WBD shareholders a tight window to decide whether they want to stick with Netflix’s board-approved deal or back Paramount’s hostile challenge.
No matter which side ultimately wins, the outcome will reshape Hollywood’s power map: one path leads to a supercharged Netflix with HBO and Warner Bros. under its umbrella; the other to a bigger, bolder Paramount Skydance combining its own assets with one of the most storied studios in the world.