"One of the risks of Netflix's earlier cash-and-stock offer was that a remainder of the final payout to shareholders could fluctuate when WBD was ultimately sold. Netflix's change eliminates that concern and brings its bid more in line with Paramount's $108.4 billion bid (or $30 per share), which seeks to buy not just Warner's streaming and studios business but its declining cable assets known as Discovery Global."
"Netflix tweaked its offer in one other way, according to a proxy statement filed to the SEC this morning by WBD: It will reduce the debt load on Discovery Global by about $260 million, 'in light of the stronger than previously anticipated 2025 cash flow performance of Discovery Global.' Netflix is putting its money where its mouth is, in other words. The adjustment was expected after Paramount CEO David Ellison launched a hostile-takeover bid and proxy fight, suing WBD for info about how it valued the cable assets."
Netflix amended its bid for Warner Bros. Discovery's streaming and studios business to an all-cash $82.7 billion offer, removing stock-based payout uncertainty. The all-cash structure increases certainty for WBD stockholders and makes Netflix's proposal more directly competitive with Paramount's $108.4 billion bid, which targets a larger combination including Discovery Global's cable assets. Netflix also agreed to reduce Discovery Global's debt by about $260 million due to stronger-than-expected 2025 cash flow. Paramount launched a hostile takeover and legal action seeking valuation details for the cable assets. WBD and Netflix expect a faster path to a stockholder vote by April 2026, though regulatory approval remains a challenge.
Read at Vulture
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