Netflix Weighs Amending Warner Bros. Bid to Make It All Cash

Netflix Inc. is reportedly considering amending its bid for Warner Bros. Discovery to an all-cash offer in an effort to address uncertainties around the deal's financing structure. The streaming giant has faced declining stock prices since its initial offer in October 2025, prompting a re-evaluation of the terms. The move is seen as a strategic response to both internal and external pressures surrounding the $82.7 billion deal.

The original offer for Warner Bros. Discovery included a mix of cash and stock, with shareholders receiving $23.25 in cash and $4.50 in Netflix shares per WBD share. However, as Netflix's stock has dropped, the value of the stock portion has diminished, increasing scrutiny from investors. The company has already lined up $59 billion in bridge financing to support the acquisition, but the shifting market has forced a reconsideration of the deal's structure.

Paramount Skydance has been a persistent competitor in the takeover race, offering an all-cash bid of $30 per share for all of Warner Bros. Discovery. Despite repeated rejections by Warner Bros.' board, Paramount continues to push its case through legal and proxy actions. The pressure from this rival bidder has added urgency to Netflix’s decision to potentially revise its offer.

Why Did This Happen?

The move to an all-cash offer is aimed at simplifying the transaction and reducing uncertainty for shareholders. With Netflix’s stock price declining and concerns over the stability of the stock portion of the deal, shifting to all cash could make the offer more attractive. This change could also help Netflix avoid potential regulatory and credit rating risks tied to the stock component.

Warner Bros. Discovery’s board has previously raised concerns about Paramount’s financing structure, describing it as highly leveraged and risky. By proposing a fully financed cash offer, Netflix could emphasize its financial strength and commitment to the deal.

How Did Markets React?

The potential shift to an all-cash bid sparked a positive reaction in both Netflix and Warner Bros. shares. On January 13, 2026, Netflix shares rose as much as 2% after Bloomberg reported the company was considering the change. Warner Bros. Discovery shares also saw a modest increase of 1.6% according to Bloomberg reporting. The market appears to interpret the move as a positive signal of confidence and certainty from Netflix.

Investors remain split between the two bidders. While Paramount’s all-cash offer is higher, many institutional investors have expressed concerns about its heavy reliance on debt and the financial stability of the deal. Netflix’s revised approach may sway undecided shareholders.

What Are Analysts Watching Next?

Analysts are closely monitoring whether the all-cash offer will be enough to maintain Warner Bros. Discovery’s support for the Netflix deal. The board has yet to publicly endorse the shift, and the outcome of the upcoming tender offer deadline on January 21 will be a key indicator of shareholder sentiment.

Regulatory approval is also a critical factor. The U.S. government is expected to scrutinize the deal for antitrust concerns, and the nature of the bid—whether cash-only or a mix could influence the speed and likelihood of approval.

In addition, investors are watching Netflix’s financial flexibility and ability to manage its balance sheet. With the company already refinancing part of its $59 billion bridge loan, there are questions about how much more it can borrow without compromising its investment-grade credit rating.

Warner Bros. Discovery’s decision to reject Paramount’s latest bid reinforces its preference for Netflix, but the battle is far from over. The next few weeks will be pivotal in determining the final terms of the deal and the outcome of this high-stakes acquisition.