Paramount Skydance Intensifies Hostile Bid for Warner Bros. Discovery as Legal Hurdles Mount


Paramount Skydance Intensifies Hostile Bid for Warner Bros. Discovery as Legal Hurdles Mount

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NEW YORK, January 20, 2026 – The battle for control of Warner Bros. Discovery (WBD) has entered a critical phase, with Paramount Skydance facing significant legal and strategic headwinds in its pursuit of the media giant. The David Ellison-led company’s $108.7 billion all-cash hostile offer is now under intense scrutiny following a Delaware court’s refusal to expedite a key lawsuit and a revised, more aggressive bid from rival Netflix.

Revised Netflix Offer Alters the Landscape

In a direct counter to Paramount’s criticisms, Netflix announced Tuesday it has shifted its Warner Bros. Discovery acquisition bid to a pure all-cash offer of $27.75 per share, abandoning the stock component of its original proposal. This move, valued at an enterprise value of $82.7 billion, is designed to accelerate a shareholder vote by April 2026 and directly challenge Paramount’s narrative that its own $30-per-share cash offer is superior.

The revised structure eliminates the $4.50 in Netflix stock that was part of its December offer, a component that had become a liability after Netflix shares dropped below the deal’s collar price of $97.91. This would have diluted payouts to WBD shareholders. The streaming giant will now finance the entire purchase through cash reserves, credit facilities, and committed financing.

Legal Setback Slows Paramount’s Disclosure Push

A Delaware Chancery Court judge on Thursday rejected Paramount’s request to fast-track its lawsuit seeking to compel WBD to disclose more details about its proposed deal with Netflix. The judge found no “irreparable harm” that would justify compressing the timeline, dealing a blow to Paramount’s strategy to gain a rapid window into WBD’s internal analysis before key bid milestones.

Paramount’s stated goal is to assess how WBD’s contemplated split and asset packaging could impact value—data it argues shareholders deserve as competing suitors circle. With the expedited path off the table, the company is expected to pursue other avenues: extending its tender offer beyond the current deadline, escalating a proxy campaign for board seats, and continuing standard discovery rather than a crash-course sprint.

Strategic Context and Market Dynamics

The real fight now centers on Discovery Global, the cable networks company being spun off before Netflix would take control. WBD’s Tuesday proxy filing valued Discovery Global anywhere from $1.33 to $6.86 per share, depending on whether you’re looking at comparable companies or potential acquisition scenarios.

Paramount has been arguing those cable assets—CNN, TNT, TBS, Food Network—are basically worthless, despite generating billions in revenue. It’s a convenient position since Paramount’s $30-per-share hostile bid for all of WBD only looks superior if Discovery Global tanks.

Key Development Date & Impact
Netflix Revises Bid to All-Cash January 13, 2026
Delaware Court Denies Fast-Track of Paramount Lawsuit January 15, 2026
Paramount+ Price Hike Takes Effect in US January 15, 2026
Paramount Skydance Tender Offer Expires January 21, 2026 (Expected Extension)

Financial and Strategic Analysis

Separately, Netflix co-CEO Ted Sarandos has been conducting damage control in Hollywood, promising to keep Warner Bros. films in theaters for 45-day windows. “I want to win opening weekend. I want to win box office,” he told the New York Times, attempting to calm fears that Netflix would kill theatrical releases.

Paramount’s bid is powered by a massive financing package arranged by Bank of America, Citigroup, and Apollo Global Management. The equity portion is supported by a deep bench of high-profile investors, including RedBird Capital and Oracle founder Larry Ellison, whose net worth briefly surpassed Elon Musk’s earlier this year.

Joining them are several Middle Eastern sovereign wealth funds—Saudi Arabia’s Public Investment Fund, the Qatar Investment Authority, and Abu Dhabi’s L’imad Holding—as well as Affinity Partners, the investment firm led by Jared Kushner, President Donald Trump’s son-in-law.

Political and Ethical Questions Loom

The inclusion of Kushner and these government-backed funds has raised immediate questions about political influence, especially after Trump commented over the weekend that he expected to be involved in overseeing Netflix’s proposed acquisition. By Monday, he attempted to downplay those remarks, saying that neither Netflix nor Paramount were “friends” of his and insisting he had not spoken to Kushner about the matter.

But ethics experts say the situation is troubling. They argue that a president weighing in on a merger while a close family member participates financially in a competing bid is precisely the type of scenario that previous administrations tried to avoid.

Frequently Asked Questions

What is the current status of the bidding war?

As of January 20, 2026, Warner Bros. Discovery’s board has unanimously recommended that shareholders accept Netflix’s proposal to buy the streaming portion of WBD’s business and reject Paramount Skydance’s offer. The revised all-cash Netflix offer is seen as presenting a clearer financing structure and fewer execution risks than Paramount’s bid for the entire company.

What are the main arguments for and against each bid?

Netflix’s offer is for the first division of the business (studios and streaming), valued at $27.75 per share, giving it a total enterprise value of $82.7 billion. Paramount’s $30-per-share cash offer is for the entire company, representing $18 billion more in cash than Netflix’s offer. However, WBD’s board has raised concerns about the “extraordinary amount of debt financing” involved in Paramount’s all-cash offer, which could saddle the smaller Hollywood studio with $87 billion in debt.

What are the key dates to watch?

The Paramount Skydance tender offer is currently set to expire on January 21, 2026, though the company is widely expected to extend it. A hearing regarding Paramount’s motion to expedite its lawsuit is set for Thursday morning. The outcome of this hearing will set the tempo for the legal battle, which could stretch for months.