Netflix Reportedly Considering All-Cash Bid for Warner Bros. Amid Ongoing Pressure from Paramount

Netflix is reportedly revisiting the structure of its acquisition of Warner Bros. Discovery (WBD) as competition intensifies from a rival all-cash bid led by David Ellison’s Paramount Skydance.

According to people familiar with the matter, Netflix is working on revised terms for its acquisition of WBD’s studio and streaming assets and has held talks about making the offer entirely in cash. That would mark a shift from its existing agreement, which combines cash and stock.

Under the current deal terms, Netflix would acquire WBD’s studio and streaming business for $27.75 per share, consisting of $23.25 in cash and $4.50 in Netflix common stock. Based on those parameters, the transaction carries an enterprise value of $82.7 billion and an equity value of $72 billion.

The reported reconsideration of deal terms comes as Paramount continues to pressure WBD, arguing that its competing $30 per share all-cash hostile bid offers superior value. Paramount’s proposal differs in scope, covering all of WBD, including its cable assets. That offer implies an enterprise value of $108.4 billion and an equity value of $77.9 billion.

WBD has noted to shareholders that Paramount’s proposal would represent the “largest [leveraged buyout] in history” and could result in total post-acquisition debt of approximately $87 billion. By contrast, WBD has said Netflix’s offer delivers greater value to shareholders with less execution risk, citing Netflix’s investment-grade balance sheet and strong credit rating.

The situation escalated further on Monday, when Paramount filed a lawsuit seeking to force WBD to disclose financial details tied to its acquisition deal with Netflix. Paramount also declared that it would launch a proxy fight, setting the stage for a contentious battle over the media company’s future.

WBD criticized Paramount’s actions, saying the company “is seeking to distract with a meritless lawsuit and attacks on a board that has delivered an unprecedented amount of shareholder value.”

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