Netflix upped the ante in the high-stakes battle for Warner Bros. Discovery (WBD), revising its takeover proposal to an all-cash offer in a move designed to fend off Paramount’s hostile bid.
In a deal significant enough to reshape the entertainment industry, Netflix announced Tuesday morning it is prepared to pay entirely in cash for Warner Bros. and HBO — abandoning its earlier plan that combined cash and Netflix stock.
The amended offer comes roughly six weeks after the companies first unveiled the mega-deal.
Netflix proposed their offer would be financed “through a combination of cash on hand, available credit facilities and committed financing,” according to CNN.
LOS ANGELES, CALIFORNIA – DECEMBER 05: An aerial view of the Netflix logo displayed at Netflix studios, with the Hollywood sign in the distance, on December 5, 2025 in Los Angeles, California. Netflix and Warner Bros. Discovery, Inc. have announced an $82.7 billion deal for Netflix to acquire Warner Bros. film and TV studios, HBO Max, and HBO. (Photo by Mario Tama/Getty Images)
Netflix and WBD said the revised structure is intended to strengthen the deal amid mounting pressure from Paramount, which has launched a hostile takeover attempt for WBD.
Under the updated proposal, Netflix is proposing $27.75 per WBD share for the company’s movie studio and streaming assets, CNN reported. Those assets are set to be spun off into a new publicly traded company later this year.
CNN and WBD’s other cable channels will be placed into a separate entity known as Discovery Global, the outlet reported.
Previously, Netflix had offered $23.25 per share in cash with the remainder to be paid in Netflix stock — a structure that allowed Paramount to argue its competing all-cash bid was superior.
WBD CEO David Zaslav said Tuesday that once the deal clears review by the U.S. Securities and Exchange Commission (SEC), the company will schedule a special shareholder meeting to vote on the transaction. Zaslav expects the vote to take place in the spring, CNN reported.
Paramount, meanwhile, has been anticipating an all-cash revision from Netflix and has continued with its own plan to acquire WBD shares for $30 each. Earlier in January, Paramount CEO David Ellison promised to nominate a Paramount-aligned slate of directors to replace WBD’s board, according to CNN.
BURBANK, CALIFORNIA – SEPTEMBER 12: The Warner Bros. logo is displayed on a water tower at Warner Bros. Studio on September 12, 2025 in Burbank, California. Media giant Paramount Skydance is reportedly preparing a bid to purchase Warner Bros. Discovery, including its movie studio and cable networks. (Photo by Mario Tama/Getty Images)
WBD has repeatedly rebuffed Paramount’s efforts, arguing that the Netflix deal combined with the formation of Discovery Global will leave investors in a stronger position, the outlet reported.
Samuel A. Di Piazza Jr., chair of WBD’s board of directors, echoed that sentiment Tuesday morning.
“By transitioning to all-cash consideration, we can now deliver the incredible value of our combination with Netflix at even greater levels of certainty, while providing our stockholders the opportunity to participate in management’s strategic plans to realize the value of Discovery Global’s iconic brands and global reach,” he said, according to CNN.
Paramount has maintained that WBD’s cable channels hold little to no equity value. Paramount filed a lawsuit in Delaware earlier in January, seeking additional information about the valuation of WBD’s assets, the outlet reported.
Ellison said the move was intended to ensure “WBD shareholders have what they need to be able to make an informed decision as to whether to tender their shares into our offer.”(RELATED: ‘I’ll Be Involved’: Trump Weighs In On Netflix-Warner Bros. Deal)
The court ultimately rejected Paramount’s request to expedite the case, CNN reported. Netflix is scheduled to report quarterly earnings after the market’s closure Tuesday.