Business & Economics
Netflix Converts WBD Takeover to All-Cash Bid Amid Paramount Proxy War
On 20 Jan 2026 Netflix scrapped stock consideration and switched its $82 billion pursuit of Warner Bros. Discovery to a 100% cash offer, aiming to lock in WBD shareholders and blunt Paramount-Skydance’s higher but shakier hostile bid.
Focusing Facts
- Revised terms keep the price at $27.75 per share—about $83 billion including debt—funded with cash on hand, credit lines and committed financing.
- WBD’s board unanimously endorsed the new structure and scheduled a shareholder vote by April 2026, weeks before Paramount’s threatened proxy fight could reach the annual meeting.
- Paramount-Skydance’s rival tender, priced at $30 per share and carrying a $108 billion enterprise value, expires 21 Jan 2026 but may be extended.
Context
Big, debt-laden media mergers are hardly new: the $31 billion 1989 Time-Warner deal or Disney’s $71 billion Fox purchase in 2019 both showed how content libraries lure buyers even at cycle peaks. Netflix’s all-cash gambit echoes 1988’s all-cash RJR-Nabisco bid by KKR: offer certainty to beat a richer but riskier rival. Structurally, streaming is replaying early-studio vertical integration of the 1920s—until the 1948 Paramount Decree forced divestitures. That decree was scrapped in 2020, so consolidation is rolling back a 70-year restraint just as tech balance-sheets dwarf legacy studios. The outcome will signal whether regulators accept a duopoly of YouTube and a supersized Netflix or revive antitrust zeal. Over a century horizon, whoever wins matters less than the pattern: each new distribution technology (radio, cable, VHS, internet) triggers a wave of integration, massive debt, political lobbying, and eventual breakup. This moment is one more turn of that wheel—important because it will set the regulatory tone for AI-driven, globalized content platforms that could dominate cultural narratives for decades.
Perspectives
Right-leaning U.S. populist media
e.g., IJR — Frames David Ellison’s Paramount bid as a gutsy, almost heroic proxy war that could realign Hollywood, buoyed by support from Trump-aligned figures. Glorifies Ellison’s offensive while glossing over Paramount’s junk-rated balance sheet and steep regulatory hurdles, mirroring the outlet’s affinity for Trump’s media-bashing narrative.
Business and industry trade press
e.g., Radio & Television Business Report, The Telegraph — Presents Netflix’s switch to an all-cash offer as the clearer, more shareholder-friendly path that offers certainty, speed and strategic fit for WBD. Largely echoes Netflix and WBD talking points and downplays antitrust headwinds, reflecting a market-centric bias that equates cash premiums with inevitability.
Regional and international outlets worried about consolidation
e.g., Las Vegas Sun, Asharq Al-Awsat — Highlight that either takeover will invite fierce antitrust scrutiny, potential job losses and political meddling, warning the sale could drag on for years. Leans into worst-case regulatory and political scenarios to craft a suspenseful narrative, offering limited data to substantiate the scale of the alleged risks.