Netflix revises Warner Bros. bid to an all-cash offer | The VergeSkip to main contentThe homepageThe VergeThe Verge logo.The VergeThe Verge logo.TechReviewsScienceEntertainmentAICESHamburger Navigation ButtonThe homepageThe VergeThe Verge logo.Hamburger Navigation ButtonNavigation DrawerThe VergeThe Verge logo.Login / Sign UpcloseCloseSearchTechExpandAmazonAppleFacebookGoogleMicrosoftSamsungBusinessSee all techGadgetsExpandLaptopsPhonesTVsHeadphonesSpeakersWearablesSee all gadgetsReviewsExpandSmart Home ReviewsPhone ReviewsTablet ReviewsHeadphone ReviewsSee all reviewsAIExpandOpenAIAnthropicSee all AIVerge ShoppingExpandBuying GuidesDealsGift GuidesSee all shoppingPolicyExpandAntitrustPoliticsLawSecuritySee all policyScienceExpandSpaceEnergyEnvironmentHealthSee all scienceEntertainmentExpandTV ShowsMoviesAudioSee all entertainmentGamingExpandXboxPlayStationNintendoSee all gamingStreamingExpandDisneyHBONetflixYouTubeCreatorsSee all streamingTransportationExpandElectric CarsAutonomous CarsRide-sharingScootersSee all transportationFeaturesVerge VideoExpandTikTokYouTubeInstagramPodcastsExpandDecoderThe VergecastVersion HistoryNewslettersExpandThe Verge DailyInstallerVerge DealsNotepadOptimizerRegulatorThe StepbackArchivesStoreSubscribeFacebookThreadsInstagramYoutubeRSSThe VergeThe Verge logo.Netflix revises Warner Bros. bid to an all-cash offerComments DrawerCommentsLoading commentsGetting the conversation ready...NewsCloseNewsPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All NewsBusinessCloseBusinessPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All BusinessEntertainmentCloseEntertainmentPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All EntertainmentNetflix revises Warner Bros. bid to an all-cash offerNetflix is hoping to expedite the acquisition by replacing its previous mixed cash and stock deal.Netflix is hoping to expedite the acquisition by replacing its previous mixed cash and stock deal.by Jess WeatherbedCloseJess WeatherbedNews ReporterPosts from this author will be added to your daily email digest and your homepage feed.FollowFollowSee All by Jess WeatherbedJan 20, 2026, 12:26 PM UTCLinkShareGiftImage: The VergePart OfNetflix is buying Warner Bros: All of the latest updatessee all updates Jess WeatherbedCloseJess WeatherbedPosts from this author will be added to your daily email digest and your homepage feed.FollowFollowSee All by Jess Weatherbed is a news writer focused on creative industries, computing, and internet culture. Jess started her career at TechRadar, covering news and hardware reviews.Netflix has updated the acquisition terms for its Warner Bros. Discovery offer to an all-cash deal, replacing its initial $82.7 billion cash and stock agreement. The changes are designed to expedite the sale of WBD studios and streaming businesses, following repeated attempts by rival bidder Paramount to pressure shareholders into accepting its own $108 billion all-cash offer.“The WBD Board continues to support and unanimously recommend our transaction, and we are confident that it will deliver the best outcome for stockholders, consumers, creators, and the broader entertainment community,” said Ted Sarandos, co-CEO of Netflix. “Our revised all-cash agreement will enable an expedited timeline to a stockholder vote and provide greater financial certainty at $27.75 per share in cash, plus the value from the planned separation of Discovery Global.”The amended transaction will be financed through a combination of cash on hand, available credit and other financing, and was unanimously approved by both Netflix’s and WBD’s boards. Closing the overall acquisition deal is still subject to regulatory and WBD shareholder approvals.Under the terms of the original transaction agreement announced by Netflix on December 5th, each WBD shareholder was set to receive $23.25 in cash and $4.50 in shares of Netflix common stock, with conditions in place if Netflix’s share price falls below $97.91. Netflix shares fell below that threshold by December 8th, with Paramount launching a self-described “superior” all-cash hostile takeover bid that same day, saying the agreement with Netflix leaves WBD shareholders reliant on “a complex and volatile mix of equity and cash.”Rumors of the changes were reported by Bloomberg on January 13th, citing people familiar with the revision discussions. WBD has already rejected Paramount’s takeover efforts and is now being sued by the David Ellison-helmed company to reveal more details about the Netflix merger deal. By revising to an all-cash deal, Netflix is trying to expedite the acquisition and avoid further opposition, be that from rival bidders or regulatory processes it will need to clear to finalize the merger.Follow topics and authors from this story to see more like this in your personalized homepage feed and to receive email updates.Jess WeatherbedCloseJess WeatherbedNews ReporterPosts from this author will be added to your daily email digest and your homepage feed.FollowFollowSee All by Jess WeatherbedBusinessCloseBusinessPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All BusinessEntertainmentCloseEntertainmentPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All EntertainmentNetflixCloseNetflixPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All NetflixNewsCloseNewsPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All NewsStreamingCloseStreamingPosts from this topic will be added to your daily email digest and your homepage feed.FollowFollowSee All StreamingMore in: Netflix is buying Warner Bros: All of the latest updatesNetflix is reportedly considering an all-cash offer for Warner Bros.Emma RothJan 13Paramount sues after Warner Bros. 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Netflix has revised its offer to acquire Warner Bros. Discovery to an all-cash transaction, a strategic shift designed to expedite the acquisition process and mitigate challenges posed by competing bids. This move signifies a significant adjustment in Netflix’s approach, reflecting a response to Paramount’s aggressive, all-cash hostile takeover attempt and concerns surrounding potential regulatory hurdles. The initial agreement, unveiled on December 5th, involved a combination of $23.25 in cash and $4.50 in shares of Netflix common stock, contingent upon a $97.91 share price threshold. However, this threshold was breached by December 8th, triggering Paramount’s immediate and forceful counteroffer.

The decision to transition to a solely all-cash offer, valued at $27.75 per share plus the value from the planned separation of Discovery Global, represents Netflix’s proactive efforts to gain control and avoid further delay. Ted Sarandos, co-CEO of Netflix, stated that this revised arrangement will “enable an expedited timeline to a stockholder vote and provide greater financial certainty.” This indicates a prioritization of speed and reduced vulnerability to fluctuating market conditions. The revision also potentially addresses concerns regarding the complexity inherent in the original blended equity and cash structure, which could have extended the negotiation period and exposed Netflix to increased shareholder scrutiny.

The move comes in response to Paramount’s immediate and substantial offer. Paramount, led by David Ellison, successfully leveraged Netflix’s breach of the $97.91 threshold to initiate a hostile takeover bid, arguing that the initial Netflix proposal left Warner Bros. Discovery shareholders reliant on a volatile mix of equity and cash. This underscores the considerable influence exerted by Paramount and fuels the urgency within Netflix to finalize the acquisition.

Furthermore, the shift to an all-cash deal likely anticipates potential regulatory scrutiny. Regulatory bodies worldwide often exhibit caution when assessing acquisitions involving significant media conglomerates, and reduced equity involvement can streamline the review process. The decision also reflects a strategic response to Warner Bros. Discovery’s own lawsuit against Netflix seeking to reveal more details of the merger agreement, a legal move intended to pressure Netflix into a more favorable negotiation.

The alteration signifies a considerable level of strategic adaptation by Netflix. The company is working to secure approval from both Netflix’s and WBD’s boards, followed by shareholder approvals, though the overall acquisition is still subject to completion. The move demonstrates Netflix’s commitment to quickly resolve the takeover dispute and prevent further complications from competing bids or regulatory assessments.