An aerial presumption of the Paramount logo displayed connected the h2o operation astatine Paramount Studios connected December 8, 2025 successful Los Angeles, California.
Mario Tama | Getty Images
Netflix submitted an amended all-cash offer for Warner Bros. Discovery's workplace and streaming businesses, winning the unanimous enactment from the HBO owner's committee without expanding the $82.7 cardinal acquisition price, according to a regulatory filing on Tuesday.
Under the revised merger agreement, Netflix would wage Warner Bros. shareholders $27.75 per stock successful currency for the movie and tv studios, the extended room and its HBO Max streaming service, alternatively of a premix of currency and stock.
"The merger information is simply a fixed cash magnitude to beryllium paid by an investment-grade company, providing (Warner Bros.) stockholders with certainty of worth and liquidity instantly upon closing the merger," Warner Bros. said successful Tuesday's regulatory filing.
Previously, the streaming elephantine offered $23.25 successful currency and $4.50 successful Netflix banal to bargain Warner Bros. assets. Netflix shares person fallen astir 15% since announcing the merger on Dec. 5, closing astatine $88 per stock connected Friday – good beneath the $97.91 level terms of the archetypal bid.
The Warner Bros. committee besides disclosed its valuation for Discovery Global, a planned spin-off that volition incorporate tv assets including CNN and TNT Sports and the Discovery+ streaming service.
The committee has maintained that the Netflix merger woody is superior to Paramount Skydance's $30-per-share currency bid for the institution due to the fact that Warner Bros.'s investors would clasp a involvement successful the separately traded Discovery Global.
Warner Bros.' advisers utilized 3 abstracted approaches for valuing Discovery Global. The lowest stock terms they arrived astatine was $1.33 per share, by applying a azygous worth crossed the full company. The precocious extremity of the scope they determined was a terms of $6.86 a share, if the spin-off became progressive successful a aboriginal deal.
Paramount has said the cablegram spinoff cardinal to the streaming giant's connection is efficaciously worthless.
The rival bidder went to tribunal connected Jan. 12 to expedite the disclosure of this information, truthful investors could measure the competing offers for Warner Bros. A Delaware court justice rejected the request, uncovering that Paramount had failed to show it would endure irreparable harm from the alleged inadequate disclosures astir Warner Bros.' cablegram TV business.
Warner Bros. reiterated its reasons for rejecting the Paramount bid, saying its all-cash connection of $30 a stock was insufficient aft factoring successful the "price and galore risks, costs and uncertainties."
A merger with Netflix would permission the combined institution with astir $85 cardinal successful debt, compared with $87 cardinal for Paramount. But Netflix is worthy considerably more, with a marketplace valuation of $402 billion, compared with $12.6 cardinal for Paramount.
The Netflix tie-up would beryllium little leveraged — carrying a leverage ratio of nether 4 — than a ratio of astir 7 with Paramount.
Netflix besides has an investment-grade recognition rating, whereas Paramount's bonds are rated at junk levels by S&P and would apt travel nether further pressure, Warner Bros. said successful its filing.
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