Netflix Goes All-Cash, Paramount Extends Deadline—But the Bidding War May Be Over
It's been a week since I last updated you on the Netflix-Warner Bros. acquisition saga, noting that Paramount had launched a lawsuit and proxy fight after Warner Bros. Discovery officially rejected its hostile bid for the second time.
Turns out, both sides had more moves to make—and a Senate hearing is now on the calendar.
Netflix Shifts to All-Cash (January 20, 2026)
This week: Netflix officially switched to an all-cash offer for Warner Bros. Discovery's studios and streaming businesses at $27.75 per share without increasing the overall $82.7 billion price.
This is a major shift from Netflix's original cash-and-stock deal (which was $23.25 cash + $4.50 in Netflix stock). Warner Bros. Discovery's board continues to back the Netflix deal, saying the all-cash structure provides "greater certainty of value" and will "accelerate the stockholder vote."
Why the change? Netflix stock has been under pressure, and the move is designed to:
- Expedite the sale (which will take months to close)
- Address investor concerns about Netflix's falling share price affecting the deal value
- Counter Paramount's all-cash offer
Paramount Extends Deadline (But Won't Raise Price)
January 22: Paramount extended its tender offer deadline to February 20, 2026, but is NOT raising its $30/share price.
David Ellison is reportedly "not taking David Zaslav's bait" to sweeten the offer. Paramount is pressing ahead with its lawsuit and proxy fight despite the deadline extension.
Senate Hearing Scheduled for February 3
Big news: A Senate Judiciary Committee antitrust subcommittee hearing is scheduled for February 3, 2026 to examine the Netflix-Warner Bros. acquisition.
Ted Sarandos (Netflix co-CEO) and Bruce Campbell (WBD chief strategy officer) will both testify. This is the first major public regulatory scrutiny of the deal, and Sarandos will have to defend the acquisition under oath before lawmakers.
Expect questions about market consolidation, consumer choice, job losses, and Netflix's dominance in streaming. This hearing could significantly influence the Justice Department's eventual decision on whether to approve the deal.
Paramount Outlines Cost-Cutting Plans
January 28: Reports emerged that Paramount has outlined plans for Warner Bros. cuts if their bid succeeds—targeting $6 billion in savings through real estate reviews, duplicative job cuts, and programming expense reductions.
This is drawing criticism as potentially disastrous for the studio, especially given Hollywood's already steep job losses in recent years.
Bloomberg: "The Warner Bros. Bidding War Is Over"
January 25: Bloomberg published a piece titled "The Warner Bros. Bidding War Is Over", noting that even though Paramount believes its current bid to be superior to Netflix's terms, the Warner Bros. board doesn't agree.
The piece notes that Paramount can offer more money at any point before Warner Bros. shareholders vote, but the board has made it clear they prefer Netflix's deal. Bloomberg's assessment: Netflix has won, and Paramount has lost—unless Paramount raises its offer or shareholders reject the Netflix deal (both considered long shots).
Where Things Stand
Netflix's position:
- Switched to all-cash offer at $27.75/share ($82.7 billion total)
- WBD board continues to recommend the Netflix deal
- Senate hearing February 3 with Ted Sarandos testifying
- Netflix refinanced part of its $59 billion bridge loan in December with "cheaper and longer-term debt"
Paramount's position:
- Maintaining $30/share all-cash offer ($108.4 billion total)
- Extended deadline to February 20, 2026
- Launched lawsuit demanding deal details
- Planning proxy fight to nominate directors and block Netflix deal
- Outlined $6 billion in cost-cutting plans drawing criticism
Warner Bros.' position:
- Board unanimously rejected Paramount's bid (twice) on December 17 and January 7
- Continues to recommend Netflix deal to shareholders
- Would owe Netflix a $2.8 billion termination fee if it walks away
The wild card:
- Senate hearing February 3 could influence DOJ approval
- Some of WBD's biggest investors are split on which offer to accept
- Politics are expected to come into play, and "the process could drag on for more than a year, if not longer"
What This Actually Means
The Senate hearing is a major inflection point. If Sarandos stumbles or lawmakers raise serious concerns, the DOJ could use that in their findings to deny regulatory approval. But if he makes a strong case, it could smooth the path forward.
Paramount's strategy seems to be: extend the deadline, keep the lawsuit alive, plan the proxy fight, and hope the Senate hearing creates enough regulatory uncertainty to either kill the Netflix deal or force Warner Bros. to reconsider.
But Bloomberg's assessment rings true: unless Paramount raises its offer or shareholders reject Netflix's deal, the bidding war is effectively over. Netflix has won.
The Senate hearing on February 3 will be worth watching. It's the first time the deal faces major public regulatory scrutiny, and Sarandos will have to defend it under oath. That could change everything—or confirm that Netflix has already won.
Got thoughts on this mess? Find me on Mastodon at @ppb1701@ppb.social
Tags: #streaming #netflix #paramount #warnerbros #consolidation #streamingwars #mediaconsolidation #blog