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Netflix shifts to all-cash bid for Warner Bros. to block Paramount

Ars Technica - All content •
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Netflix has amended its $72 billion agreement to acquire Warner Bros. Discovery, switching from a cash-and-stock offer to an all-cash deal. The revised bid, priced at $27.75 per share, aims to simplify the transaction and accelerate a shareholder vote, targeting an April 2026 closing. This move is designed to counter Paramount's hostile takeover attempt.

Warner Bros. board favors Netflix's proposal, calling Paramount's competing all-cash offer 'illusory' due to its heavy reliance on debt financing. The board argues Netflix's stronger balance sheet and investment-grade credit rating make its deal more certain to close. Warner Bros. also plans a separate spinoff of its cable TV division, Discovery Global, which would be jeopardized by a Paramount takeover.

The all-cash structure removes a price collar mechanism that protected Warner shareholders from Netflix stock volatility. Netflix plans to fund the purchase using cash on hand and credit facilities. The outcome will reshape the streaming and entertainment landscape, consolidating major assets like HBO Max and WB Studios under Netflix while leaving Paramount to pursue other targets.