The updated offer, disclosed in a regulatory filing on Tuesday, has received unanimous backing from the Warner Bros Discovery board. Netflix said the all-cash structure would allow for a faster shareholder vote and provide greater financial certainty to investors.

Both Netflix and Paramount Skydance have been competing to acquire Warner Bros Discovery for its film and television studios, extensive content library and major franchises including Game of Thrones, Harry Potter and DC Comics properties such as Batman and Superman. Paramount has argued that its bid is superior and has stepped up efforts to persuade shareholders, but Warner Bros Discovery has continued to favour Netflix’s proposal.

Netflix co-CEO Ted Sarandos said the revised deal would enable an expedited timeline to a shareholder vote, which is expected to take place by April. Shares of Netflix rose slightly in early trading, while Paramount and Warner Bros Discovery shares dipped.

The new offer replaces Netflix’s earlier cash-and-stock proposal, which had been partly undermined by a decline in Netflix’s share price since the deal was announced in December. Warner Bros Discovery said the fixed cash consideration offers certainty of value and immediate liquidity for shareholders.

The board also reiterated its position that the Netflix deal remains superior to Paramount Skydance’s $30-per-share all-cash bid, partly because Warner Bros Discovery investors would retain a stake in a planned spin-off, Discovery Global, which will house cable television assets such as CNN, TNT Sports and the Discovery+ streaming service.

Paramount’s tender offer is set to expire on January 21, and analysts say the bidding contest may not yet be over, though pressure is mounting on Paramount to improve its proposal. Any deal is also expected to face regulatory scrutiny amid broader concerns about consolidation in the media industry.

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Warner Bros Discovery said its board would review the new offer but maintained its recommendation in favor of Netflix’s bid, telling shareholders to “take no action at this time.” Paramount’s proposal includes $30 per share in cash, backed by financing from Jared Kushner’s Affinity Partners, several Middle Eastern sovereign wealth funds, and the Ellison family. Larry Ellison — the world’s second-richest person and father of Paramount CEO David Ellison — has been personally involved and reportedly contacted U.S. President Donald Trump to raise concerns over Netflix’s market dominance.

Paramount argues its bid is superior, offering $18 billion more in cash than Netflix and a faster route to regulatory approval. The company says a combined Paramount–Warner Bros entity would strengthen Hollywood, benefit theaters, and boost competition for consumers. However, analysts note the takeover would likely face its own antitrust scrutiny as it would merge two major television operators and result in a studio larger than Disney. U.S. lawmakers, including Senator Elizabeth Warren, have already warned that such consolidation could pose national security and monopoly risks.

The high-stakes contest has become increasingly political. Trump said he intends to “do what’s right” regarding regulatory approval and expressed concerns about market concentration but noted that neither company is “a friend” of his. If Warner Bros accepts Paramount’s proposal, it must pay Netflix a $2.8 billion breakup fee; Netflix would owe $5.8 billion if its deal collapses.

Shares of Paramount rose 7.3% on Monday following news of the hostile bid, while Warner Bros Discovery climbed 5.3%. Netflix shares fell about 4%. Analysts expect the takeover battle to continue, with Paramount preparing to appeal to shareholders, regulators, and lawmakers after accusing Warner Bros of favoring Netflix throughout the process.

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Speaking to reporters as he arrived at the Kennedy Center for its annual awards ceremony, Trump said the size and influence of a combined Netflix–Warner Bros entity would require close scrutiny. “I’ll be involved in that decision,” he said.

Netflix announced on Friday that it had reached an agreement to acquire Warner Bros Discovery’s television, film studio and streaming businesses. The deal, one of the largest media acquisitions in recent years, would give the streaming giant control over a historic Hollywood studio and a vast catalogue of content.

Trump did not explicitly state whether he supports or opposes the merger, but he referenced the potential impact on competition. “That’s going to be for some economists to tell… But it is a big market share. There’s no question it could be a problem,” he said.

Regulators are expected to review the deal in the coming months.

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The deal, reached after a competitive bidding process against Paramount and Comcast, would hand Netflix ownership of major franchises such as Game of Thrones, Harry Potter, and DC Comics’ Batman and Superman. Netflix co-CEO Ted Sarandos said the acquisition offers a “rare opportunity” to expand the company’s storytelling capabilities and global content library.

The merger is expected to face significant antitrust scrutiny in both the U.S. and Europe, given the combined companies’ large market share and overlapping streaming operations. Critics, including industry groups and former media executives, have raised concerns about reduced competition and the potential impact on theatrical releases and creative workers. Netflix said it intends to maintain Warner Bros’ presence in cinemas and increase long-term investment in content production.

The acquisition is expected to close after Warner Bros Discovery completes a planned spinoff of its global networks division in 2026. Netflix projects $2–3 billion in annual cost savings within three years of closing and says the deal will expand opportunities across streaming, original productions and gaming, where Warner Bros has seen significant success with titles such as Hogwarts Legacy.

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