A Netflix building in Hollywood, California on December 17, 2025.
Zeng Hui | Xinhua News Agency | Getty Images
Netflix adjusted its offer to Warner Bros. Discovery studio and streaming assets to an all-cash offering, according to an SEC filing Tuesday.
Netflix now plans to pay $27.75 per WBD share all in cash to acquire WBD’s streaming platform, HBO Max, and film studio Warner Bros. The two companies initially reached a deal in December consisting of a combination of cash and stock with an equity value of $72 billion.
“The WBD Board of Directors continues to unanimously support and recommend our transaction, and we are confident that it will bring about the best results for shareholders, consumers, creators and the broader entertainment community,” Ted Sarandos, Netflix co-CEO, said in a statement Tuesday.
“Our revised all-cash deal will expedite shareholder voting and provide greater financial certainty at $27.75 per share in cash, plus the value of the planned separation of Discovery Global,” Sarandos said in the release.
CNBC’s David Faber and other media outlets reported last week that Netflix was likely to make the adjustment because Paramount Skydance continues to turn up the heat in its attempted hostile takeover of all of WBD, which also includes cable television networks such as CNN and TNT.
With the change in the offer, the shareholder approval deadline could be extended to late February or early March, Faber reported last week, citing sources familiar with the matter. Previously, shareholders were expected to vote on the deal in the spring or early summer.
WBD’s board of directors unanimously accepted Netflix’s amended offer, according to the filing Tuesday. The board twice recommended that shareholders reject Paramount’s hostile bid for the Netflix deal.
Paramount recently filed a lawsuit seeking information in its hostile lawsuit against WBD and also launched a proxy fight, informing WBD shareholders of its intention to nominate directors for election to the Warner Bros. board of directors. Discovery at the company’s 2026 annual meeting.
On Tuesday, WBD also filed a preliminary proxy statement seeking shareholder approval for its deal with Netflix. If the deal were to be approved, WBD’s cable television networks would be consolidated into a new publicly traded entity known as Discovery Global.
Should the deal be approved, the separation is expected to be finalized in six to nine months, before the transaction between Netflix and WBD closes.
Netflix reports earnings after the bell on Tuesday and investors will be looking for further updates on the sales process.