Paramount set for $111bn Warner Bros takeover after Netflix drops bid
paramount is poised to win a months-long contest for Warner Bros Discovery after Netflix backed away from its proposal to buy the company. The move clears the path for Paramount Skydance in a deal worth around $111bn (£82. 2bn).
Paramount $31 per share details
Paramount’s revised offer stood at $31 per share, up from $30, and included a $7bn regulatory termination fee if the merger is not approved and a "ticking fee" of about $650m in cash each quarter beginning after September. That sweetened package was described as the bid that swung the Warner Bros Discovery board; the board determined Paramount’s latest — and ninth — bid was superior.
Netflix decision and statements
Netflix declined to raise its offer and executives said the company had decided not to match Paramount’s price. Netflix co-chief executives Ted Sarandos and Greg Peters said: "At the price required to match Paramount Skydance’s latest offer, the deal is no longer financially attractive. " They added: "The transaction we negotiated would have created shareholder value with a clear path to regulatory approval, " and: "However, we've always been disciplined. " The executives also wrote: "This transaction was always a 'nice to have' at the right price, not a 'must have' at any price. "
Netflix was given four business days to beat Paramount’s revised offer but quickly decided against doing so. The company had earlier secured a takeover agreement last December for some assets in a deal worth roughly $82bn (£61bn) including debt; the Warner Bros Discovery board had previously accepted an $82. 7bn offer of $27. 75 on December 5.
WBD board and Zaslav reaction
Warner Bros Discovery chief executive David Zaslav praised Netflix as "a great company" and paid tribute to its leadership, calling the Netflix hierarchy "extraordinary partners. " Zaslav said: "Once our board votes to adopt the Paramount merger agreement, it will create tremendous value for our shareholders. " He added: "We are excited about the potential of a combined Paramount Skydance and Warner Bros Discovery and can't wait to get started working together telling the stories that move the world. " Zaslav will hold a town hall with staffers on Friday.
Industry reaction varied: the mood among Warner Bros employees was reported as sombre and contemplative on Thursday evening, while at Paramount top brass were described as "jubilant and committed. "
Regulatory scrutiny and objections
The proposed takeover faces multiple regulatory hurdles. Paramount would still need approval from the US Department of Justice as well as European regulators. California Attorney General Rob Bonta warned: "This is not a done deal. " He wrote: "These two Hollywood titans have not cleared regulatory scrutiny - the California Department of Justice has an open investigation, and we intend to be vigorous in our review. " Bonta had said earlier that his office would review any deal involving Warner Bros because the entertainment industry represents a "critical sector" for California's economy.
Senators and other officials also signalled scrutiny. Senator Elizabeth Warren called the merger "an antitrust disaster threatening higher prices and fewer choices for American families, " and asked: "What did Trump officials tell the Netflix CEO today at the White House? A handful of Trump-aligned billionaires are trying to seize control of what you watch and charge you whatever price they want. With the cloud of corruption looming over Trump’s Department of Justice, it’ll be up to the American people to speak up and state attorneys general to enforce the law. " Netflix executives had held meetings in Washington, including a White House visit by Ted Sarandos on Thursday.
Industry impact and theatrical windows
The takeover would transfer control of an iconic studio, its films and media networks — including the cable news network — to Paramount Skydance and the Ellison family. The Ellison family, which owns Paramount Skydance, are now expected to acquire the entirety of Warner Bros Discovery. Paramount is backed by tech billionaire Larry Ellison and led by his son David Ellison, who said the company was "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. " David Ellison last year completed an $8bn merger between Paramount and Skydance Media.
Both buyers made commitments on theatrical release windows. David Ellison told the creative community his studio was committed to a 45-day exclusive theatrical window for Warner Bros films that could run to 90 days or more. Netflix’s Ted Sarandos also committed to 45-day theatrical exclusivity but there were lingering fears that the streamer — which has never prioritised theatrical distribution in its model — might reduce the window. Sarandos emphasised job creation and pointed to the company’s 325m-plus global subscriber base. Paramount president Jeff Shell was noted as the architect of another studio’s pandemic-era shift to 17- and 30-day theatrical models.
The Warner Bros film studio generated more than $4bn at the global box office in 2025 and has produced the season's two best picture Oscar frontrunners, a fact cited as part of wider industry concern about consolidation and the loss of another buyer in the marketplace.
Other milestones from the sale saga: Paramount entered the fray on December 8 with a hostile $108. 4bn bid for the entirety of Warner Bros Discovery and made eight further offers before landing on the successful ninth bid. Paramount’s sweetened bid and the terms attached — including the $7bn termination fee and the quarterly ticking fee beginning after September — were decisive in persuading the board. Cory Booker called on Paramount CEO David Ellison to appear before a Senate hearing into the merger on March 4.
As the companies await votes, regulatory reviews and customary closing conditions, Netflix thanked Warner Bros Discovery "for running a fair and rigorous process. "
