Paramount Skydance’s $31 bid deemed superior as Netflix bows out of $110B fight

Paramount Skydance’s revised all-cash offer of $31.00 per share for Warner Bros. Discovery was judged by Warner’s board to be “reasonably superior” to the previously agreed $27.75-per-share deal with Netflix, and Netflix announced it would not match the higher price. Netflix said, “The transaction we negotiated would have created shareholder value with a clear path to regulatory approval. However, we've always been disciplined, and at the price required to match Paramount Skydance's latest offer, the deal is no longer financially attractive, so we are declining to match the Paramount Skydance bid.”

That decision leaves Paramount Skydance positioned to acquire Warner Bros. Discovery in a transaction media reporting has put at roughly $110 billion. The board’s determination activated a contractual four-business-day matching period to allow Netflix to respond; Netflix declined within that window. An earlier procedural waiver had given Warner a seven-day runway to solicit “best and final” offers from Paramount, enabling the renewed auction that produced the $31 bid.

Paramount framed the outcome as a clear win for shareholders. “We are pleased WBD's Board has unanimously affirmed the superior value of our offer, which delivers to WBD shareholders superior value, certainty and speed to closing,” the company said. Warner’s chief executive, David Zaslav, signaled the board’s support for moving forward, saying, “Once our board votes to adopt the Paramount merger agreement, it will create tremendous value for our shareholders.” Company statements and reporting indicate the combination still faces the usual regulatory and shareholder approvals that are likely to stretch the timetable into months.

The assets at stake are among Hollywood’s most consequential: the Warner film studio, HBO Max streaming assets and a portfolio of cable networks including CNN, TNT and Discovery channels. Industry analysts have long warned that consolidation on this scale would reshape U.S. streaming market shares and distribution economics; some estimates have suggested a combined streaming behemoth could command roughly 30 percent of U.S. streaming viewing, intensifying regulatory scrutiny.

Financial mechanics of the contest are stark. Netflix’s binding December agreement with Warner paid $27.75 per share. Paramount first surfaced with a hostile $30-per-share approach in December and raised that to $31 in the decisive revision. The $31-per-share price, multiplied by outstanding equity and combined with assumed debt in reporting, underpins the roughly $110 billion headline valuation that market commentators have cited.

Beyond price, the deal raises immediate policy and antitrust questions. Regulators in the U.S. and abroad will evaluate whether concentration of studio, streaming, and major cable news assets poses competitive or national security concerns. Shareholders must still vote, and customary reviews of financing commitments and any investor backers could influence timing and terms.

For now, the practical next steps are clear: Warner’s board must formally adopt the Paramount merger agreement, closing mechanics must be satisfied, and regulators will begin detailed reviews. With Netflix stepping back, Paramount Skydance appears to have won the headline contest; the longer-term outcome will hinge on the regulatory gauntlet and how shareholders respond to the board’s valuation calculus.