NEW YORK (AP) 鈥� Netflix is walking away from its offer to buy Warner Bros. Discovery鈥檚 studio and streaming business, in a stunning move that effectively puts Paramount in a position to take over its storied Hollywood rival.
On Thursday, Warner鈥檚 board announced that Skydance-owned Paramount鈥檚 latest offer to buy the entire company for $31 per share was superior to the agreement it had previously struck with Netflix. Warner gave Netflix four business days to come up with a counteroffer 鈥� but Netflix instead responded less than two hours later, declining to raise its proposal. It said the new price it would have to pay made the deal 鈥渘o longer financially attractive.鈥�
鈥淲e believe we would have been strong stewards of Warner Bros.鈥� iconic brands,” Netflix’s co-CEOs Ted Sarandos and Greg Peters said in a joint statement. “But this transaction was always a 鈥榥ice to have鈥� at the right price, not a 鈥榤ust have鈥� at any price.鈥�
A Paramount buyout of Warner Bros. Discovery and the wider media landscape. And unlike Netflix 鈥� which was only eyeing Warner鈥檚 studio and streaming business 鈥� Paramount wants the entire company. That means HBO Max, cult-favorite titles like 鈥淗arry Potter鈥� and could soon find themselves under the same roof as Paramount’s CBS, 鈥淭op Gun鈥� and the Paramount+ streaming service.
The prospect of such a combination, which will still need the green light from both Warner shareholders and regulators, poses both antitrust concerns and questions of political influence.
Netflix’s decision to walk away on Thursday marks the latest development in a monthslong, messy corporate battle over Warner’s future. Sarandos and Peters thanked Warner’s leadership despite the final outcome.
Warner had repeatedly backed the deal it struck with Netflix since December right up until Thursday evening, when its board continued to recommend Netflix even while calling Paramount’s valued at about $111 billion including debt 鈥渟uperior.鈥� Netflix had previously put a $27.75 per share offer on the table for Warner鈥檚 studio and streaming business, totaling nearly $83 billion including debt.
In a statement Thursday night, CEO David Zaslav said Netflix executives had been 鈥渆xtraordinary partners鈥� and that he wished them 鈥渨ell in the future.鈥�
After months of a heated back and forth amid Paramount’s hostile campaign to take over Warner without the board’s blessing, Warner also changed its tune about the remaining prospective buyer.
Warner’s board hasn’t officially adopted Paramount’s merger agreement yet, but once it does, Zaslav said it 鈥渨ill create tremendous value.鈥� He added that the company was 鈥渆xcited about the potential of a combined Paramount Skydance and Warner Bros. Discovery.”
Paramount did not immediately respond to requests for further comment. But CEO David Ellison earlier applauded Warner’s board affirming 鈥渢he superior value of our offer.鈥�
A Paramount-Warner combo would combine two of Hollywood鈥檚 five legacy studios that remain today, in addition to their theatrical channels. Beyond 鈥淗arry Potter,鈥� Warner movies like 鈥淪uperman,鈥� 鈥淏arbie,鈥� and 鈥淥ne Battle After Another鈥� 鈥� as well as hit TV series like 鈥淭he White Lotus鈥� and 鈥淪uccession鈥� 鈥� would join Paramount鈥檚 content library.
Paramount鈥檚 lineup of titles include 鈥淭op Gun,鈥� 鈥淭itanic鈥� and 鈥淭he Godfather.鈥� And beyond CBS, it owns networks like MTV and Nickelodeon, as well as the Paramount+ streaming service.
A merger between the two companies would put CNN under the same roof as CBS, which has already seen significant under new Skydance ownership. Paramount took steps to appeal to more conservative viewers in its news operations, notably with the of Free Press founder as editor-in-chief of CBS 91欧美激情. And if the company鈥檚 takeover bid of Warner is successful, critics warn similar shifts could happen CNN, a network that has long attracted ire from Trump.
鈥淎ny concerns about Netflix owning Warner Bros. are only heightened by the prospect of Paramount owning all of WBD. But it might not even matter,鈥� Mike Proulx, vice president and research director at Forrester, a market research company, said in an email. 鈥淧olitics are playing an outsized role in this deal, and they鈥檝e been on Paramount鈥檚 side from the get鈥慻o.鈥�
President Donald Trump has a close relationship with the billionaire Oracle founder Larry Ellison, the father of Paramount’s CEO David Ellison who is Paramount鈥檚 bid to buy Warner. And Paramount’s aggressive push to acquire Warner arrived just months after Skydance closed its own in a contentious merger after the company agreed to to settle a lawsuit over editing at Paramount鈥檚 鈥�60 Minutes鈥� program on CBS.
Still, Trump has continued to publicly lash out at Paramount over editorial decisions at CBS鈥� 鈥�60 Minutes.鈥� And while the president previously about his involvement in seeing a Warner deal through, he’s since walked back those statements and that regulatory approval will be up to the Justice Department.
Still, top Democratic lawmakers have sounded the alarm about the Republican president’s ties to companies like Paramount and potential consequences of growing corporate power.
“A handful of Trump-aligned billionaires are trying to seize control of what you watch and charge you whatever price they want,” Democratic Sen. Elizabeth Warren, a longtime antitrust hawk, said in a statement Thursday night. She also called a potential Paramount-Warner combo an 鈥渁ntitrust disaster.”
Executives at Paramount have argued that merging with Warner will allow it to compete with bigger rivals particularly in the streaming space, and bring larger content libraries for its customers. But Warren and other critics say such a merger threatens higher prices, and that a Warner takeover would only further consolidate power in an industry already run by just a few major players. Some trade groups also warn that could mean job losses and less diversity in filmmaking.
When Netflix was still in the running, one of its key arguments against a Warner-Paramount tie-up was that it would combine two very similar companies: two legacy studios, two theatrical channels and two major news networks. The streaming giant said that posed a higher risk for job losses and other competition concerns.
In contrast, executives from both Netflix and Warner argued at a Senate antitrust hearing earlier this month that Netflix doesn鈥檛 have the same studios and film distribution that Warner does. That was 鈥渙ne of the reasons that the Netflix offer appeals to us so much,鈥� Bruce Campbell, Warner’s chief revenue and strategy officer, told senators on Feb. 3 鈥� noting that the company believed Netflix would not only keep Warner’s operations intact, but 鈥渋nvest in continued production.鈥�
How regulators will respond to a Warner-Paramount deal remains to be seen. The U.S. Department of Justice has already initiated reviews, and other countries are expected to do so, too.
Warner shareholders will have to be convinced, too. Beyond a higher price, Paramount has also tried to entice them by pledging to move up a The company initially said it would pay 25 cents per share for every quarter the deal drags on past the end of the year. Now it鈥檚 agreed to pay that amount if the deal doesn鈥檛 go through by the end of September. It also agreed to a regulatory termination fee of $7 billion.
But Paramount is taking on billions of dollars in debt to finance its offer 鈥� something critics have warned could only increase to the likelihood of potential job losses and other restructuring down the road. Foreign sovereign wealth funds have also provided equity for the offer, drawing added scrutiny.
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