Netflix Warner deal terms changed sharply on January 20, 2026, when Netflix amended its bid for Warner Bros. Discovery’s studio and streaming assets to an all-cash structure worth about $82.7 billion. The switch aims to add certainty, accelerate the vote, and blunt a rival campaign led by Paramount Skydance.
What changed in the Netflix Warner deal
The Netflix Warner deal keeps the same headline price but changes the currency. Netflix will now pay $27.75 per WBD share entirely in cash. The previous structure mixed $23.25 in cash and $4.50 in Netflix stock. Reuters said Netflix shares had fallen about 15% since the December 5 deal announcement, weakening the appeal of stock consideration.
Netflix and WBD said the revised structure “provides greater certainty of value” and is expected to allow WBD stockholders to vote by April 2026. Both companies said WBD filed a preliminary proxy statement to support the accelerated timeline.
Netflix co-CEO Ted Sarandos framed the Netflix Warner deal shift as a speed-and-certainty play. He said the all-cash revision should “enable an expedited timeline” and offer “greater financial certainty.”
What Warner shareholders get beyond the cash
The Netflix Warner deal still includes a separation of “Discovery Global,” a planned spin-off that would house TV network assets such as CNN and TNT Sports, plus Discovery+. Reuters reported WBD’s board provided a valuation range for Discovery Global, which it said could add value alongside the $27.75 per share cash payment.
This feature is central to WBD’s argument that the Netflix Warner deal is superior to a rival all-cash bid. WBD has said investors keep exposure to a separate public company, rather than selling everything at once.
Why Netflix changed course now
The Netflix Warner deal revision arrives amid a live consolidation fight. Reuters reported Paramount Skydance has pushed an aggressive effort to persuade WBD shareholders that its offer is better. The rival bid has leaned on the simplicity of cash and the perceived risk in Netflix’s prior stock component.
By going all cash without raising the headline price, Netflix is trying to remove the biggest variable: its own share price. The companies also said the deal will be financed with cash on hand, credit facilities, and committed financing.
Trade outlets described the same intent. Variety reported the all-cash move is designed to thwart the competing bid and hasten the shareholder vote.
What happens next: vote timeline and deal mechanics
The Netflix Warner deal now heads toward a special stockholder meeting. Reuters reported Netflix expects the vote to be held by April 2026. The timing matters because Paramount’s tender offer was set to expire in late January, increasing pressure on both camps to define “best and final” terms.
The updated structure may also reduce execution risk for WBD holders who prefer immediate liquidity. Reuters quoted WBD disclosures emphasizing “certainty of value and liquidity immediately upon closing.”
Antitrust and media-plurality scrutiny remains the overhang
The Netflix Warner deal still faces regulatory risk, even if shareholders approve it quickly. Reuters noted lawmakers across the political spectrum have raised concerns about media consolidation, including potential impacts on prices and consumer choice.
The companies’ public messaging suggests they plan to argue the deal is pro-competitive. Netflix has repeatedly pointed to competition from large digital platforms and legacy broadcasters. That framing is likely to be central in U.S. and EU reviews.
For investors, the key point is that the Netflix Warner deal’s all-cash revision does not reduce antitrust complexity. It mainly reduces valuation and timing uncertainty for shareholders.
Why the Netflix Warner deal matters for streaming economics
The Netflix Warner deal would be a step-change in scale and leverage across several profit pools.
Bundling and pricing power
A combined library could strengthen bundle offers and reduce churn. It could also change how studios license content to third parties.
Advertising inventory and measurement
Warner’s ad-supported footprint and sports-adjacent inventory could expand Netflix’s sellable impressions. That could reshape CPM benchmarks and cross-platform measurement talks.
Sports rights and distribution leverage
Even without acquiring every Warner network asset, the combination could shift bargaining power with leagues, distributors, and device platforms. The market reads the Netflix Warner deal as a push toward stronger negotiating leverage.
What to watch in the coming weeks
Three factors will determine whether the Netflix Warner deal closes as designed.
Shareholder sentiment: whether WBD holders believe Discovery Global adds enough upside to beat a higher rival cash number.
Rival escalation: whether Paramount raises price, changes structure, or extends its tender with new conditions.
Regulatory posture: early signals from U.S. and EU officials about market-definition questions in streaming and studios.
The Netflix Warner deal is now simpler on paper. It is not simpler in politics. The all-cash shift raises the stakes in a consolidation contest that could reset streaming economics, sector multiples, and regulatory tolerance.