Netflix isn’t buying Warner Bros, Paramount is

Warner Bros. Discovery and Paramount Skydance’s merger agreement is now official. On Friday, the two companies announced plans to merge into a massive media company that will fold WBD’s studio, linear channels, streaming service, and gaming segment into Paramount.

Though WBD initially signed onto an $83 billion agreement to merge part of Warner Bros. with Netflix, Paramount persisted with a hostile takeover bid, followed by a series of offers. That persistence paid off, as WBD determined that Paramount’s “best and final” offer is “superior” to Netflix’s deal. On Thursday, Netflix declined to match Paramount’s bid, calling it “no longer financially attractive.”

Netflix has dropped its $83 billion deal to acquire the Warner Bros. studio, HBO, and its streaming service HBO Max. In an announcement on Thursday, co-CEOs Ted Sarandos and Greg Peters say the streamer is “declining to match” the new bid made by Paramount:

Though WBD agreed to its deal with Netflix last December, the David Ellison-led Paramount came back with a hostile bid to take over the entire company — not just parts of it. After a barrage of bids and even a lawsuit, WBD eventually gave Paramount one last chance to present its “best and final offer.”

Donald Trump threatened that there would be “consequences” for Netflix if it didn’t fire board member Susan Rice. Rice served in both the Obama and Biden administrations, and recently appeared on Preet Bharara’s podcast, where she said corporations that “take a knee to Trump” are going to be “caught with more than their pants down. They are going to be held accountable.”

Right-wing influencer and conspiracy theorist Laura Loomer was quick to jump on the appearance and accused Rice of “threatening half the country with weaponized government and political retribution.” She also pointed out that Netflix, whose board Rice is on, is trying to merge with Warner Bros.

After rejecting Paramount’s latest acquisition bid, Warner Bros. Discovery says it’s giving the David Ellison-led entertainment giant seven days to make its “best and final” proposal. Though WBD is reopening negotiations with Paramount, the company makes it clear in a press release that it still favors Netflix’s $82.7 billion deal to purchase its studio and streaming service.

As noted in the press release, a Paramount representative told WBD that it would agree to pay $31 per share if WBD reopens negotiations, adding that this isn’t Paramount’s “best and final proposal.” Paramount has been upping its bid to purchase the entirety of WBD for weeks now, offering to cover the $2.8 billion termination fee WBD would have to pay if it abandons its deal with Netflix.

When Netflix co-CEO Ted Sarandos entered the Senate office building on Tuesday, he got thrown a curveball. What started as a standard antitrust hearing relating to the Warner Bros. merger quickly devolved into a performative Republican attack about the spread of “woke” ideology on the streaming service. At the same time, arguably a much more influential platform was completely ignored: YouTube.

After grilling Sarandos about residual payments, Sen. Josh Hawley (R-MO) launched into a completely different line of questioning: “Why is it that so much of Netflix content for children promotes a transgender ideology?” Hawley asked, making an unsubstantiated claim that “almost half” of the platform’s children’s content contains so-called “transgender ideology.” The statement harkened to a pressure campaign launched by Elon Musk months ago in which he called on X users to unsubscribe from Netflix for having a “transgender woke agenda,” citing its few shows with trans characters — shows that were canceled years ago.

Netflix CEO Ted Sarandos was launched into the middle of a congressional culture war on Tuesday as he testified before a Senate subcommittee about the company’s attempt to buy a large part of Warner Bros Discovery.

The hearing before the Senate Judiciary antitrust subcommittee highlighted an array of traditional merger concerns on both sides of the aisle: that the deal could potentially raise costs for consumers, limit their theater experiences, or shrink the market for entertainment jobs. But a large chunk of the session also focused on Netflix’s allegedly “woke” programming, including content that features transgender characters.

This is Lowpass by Janko Roettgers, a newsletter on the ever-evolving intersection of tech and entertainment, syndicated just for The Verge subscribers once a week.

If you’re in the market for a new TV, you’ll have plenty of different options these days, ranging from display technologies (OLED vs. QLED vs. micro RGB) to styles (shiny home theater displays vs. matte art TVs) to operating systems (Roku vs. Google TV vs. Tizen vs. Fire TV).

On today’s episode of Decoder, I’m talking about the bidding war over Warner Bros. Discovery, which is the biggest story in the entertainment industry right now, and for good reason. It has pretty much everything you could want in a buzzy Hollywood saga — big names, big money, and big drama.

Right now, the winning bidder is Netflix. The streaming juggernaut won the bid for Warner Bros., offering $83 billion dollars for the movie studios, but not the cable channels, to keep its content machine humming for more than 325 million subscribers.

Netflix has updated the acquisition terms for its Warner Bros. Discovery offer to an all-cash deal, replacing its initial $82.7 billion cash and stock agreement. The changes are designed to expedite the sale of WBD studios and streaming businesses, following repeated attempts by rival bidder Paramount to pressure shareholders into accepting its own $108 billion all-cash offer.

“The WBD Board continues to support and unanimously recommend our transaction, and we are confident that it will deliver the best outcome for stockholders, consumers, creators, and the broader entertainment community,” said Ted Sarandos, co-CEO of Netflix. “Our revised all-cash agreement will enable an expedited timeline to a stockholder vote and provide greater financial certainty at $27.75 per share in cash, plus the value from the planned separation of Discovery Global.”

Paramount is turning up the pressure on Warner Bros. Discovery in the wake of its merger with Netflix, as it’s now suing the David Zaslav-helmed company in an attempt to get more details surrounding the agreement. In addition to the lawsuit, Paramount CEO David Ellison revealed that the company plans to nominate directors to WBD’s board to vote against its deal with Netflix.

After fielding offers from a range of companies, including Paramount, WBD settled on a deal with Netflix, which will acquire the company’s studio, HBO, and HBO Max for $82.7 billion. But Paramount isn’t taking no for an answer; the company launched a $108.4 billion hostile takeover bid to purchase all of WBD in December. WBD later rejected this deal, along with Paramount’s amended offer.