Just months after Netflix struck a deal to acquire the Warner Bros. studio, HBO, HBO Max, and Warner Games, the streaming giant has backed out of the arrangement, declining to raise its offer beyond Paramount’s “best and final” bid.
It’s just the latest twist in the acquisition saga, which started with a bidding war that reportedly also involved Apple, Amazon, and Comcast. Once Netflix and Warner Bros. came to an agreement on December 5th, Paramount tried to force its way into the deal, announcing a hostile bid worth $108.4 billion in cash. Unlike Netflix’s deal, Paramount’s includes an acquisition of all of Warner Bros. Discovery, including its cable networks.
But after several rejections, Paramount persistently upped its bid. It eventually came back with an all-cash offer at $31 per share and promised to cover the $7 billion regulatory termination fee if its deal with WBD doesn’t close, along with the $2.87 billion termination fee it must pay Netflix for abandoning its deal. Warner Bros. Discovery determined that the deal is “superior,” leading Netflix to walk away, saying it’s “no longer financially attractive.”
There are already questions about where the deal will go from here, and concerns from regulators about the proposed acquisition. You can follow along below for all of the latest updates as they come in.
- Paramount’s Warner deal gets conditional approval in the EU.
While Paramount’s $110 billion WBD merger is suddenly on hold in the US, in Europe, the European Commission is ready to allow it after Paramount agreed to concessions including giving up its stake in United International Pictures within 13 months of the deal closing.
Commission approves Paramount's acquisition of Warner, subject to conditions[European Commission]
Judge pauses Paramount’s attempt to buy Warner Bros. Discovery
Image: The VergeA judge partially granted the request from a dozen state attorneys general to temporarily place the $110 billion merger of Paramount and Warner Bros. Discovery on hold, as reported by Variety and Reuters. US District Judge Araceli Martínez-Olguín said that based on the new company’s market share, “the Court is persuaded that it can presume the proposed merger is likely to violate antitrust laws,” and that the states showed “irreparable harm” could occur without a temporary restraining order.
A week ago, California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington sued to block the deal for 28 days, saying the newly created “media behemoth” would harm competition, and that if the deal is allowed to close, then the companies could start hard-to-undo actions like layoffs and information sharing.
Read Article >- The Writers Guild of America is suing to block Paramount’s Warner Bros. Discovery merger.
The WGAE and WGAW are jointly filing a lawsuit alleging the merger violates antitrust law, following a similar lawsuit filed by a dozen state attorneys general. The WGA says it has “opposed the merger since day one,” adding:
[T]he proposed Paramount-Warner Bros. merger would reduce competition between buyers of film and television writing services, giving the combined entity increased incentive and ability to suppress writers’ compensation, erode deal terms, create new barriers for emerging writers to build sustainable careers and diminish the volume and diversity of content reaching audiences.
Disclosure: The Verge’s editorial staff is also unionized with the Writers Guild of America, East.
States make last-ditch effort to stop the Paramount ‘media behemoth’
Cath Virginia / The VergeA dozen state attorneys general are trying to block the $110 billion merger of Paramount and Warner Bros Discovery they warn would raise movie prices and crush cable TV distributors.
The states — California, Arizona, Colorado, Connecticut, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, Oregon, and Washington — filed suit on Monday, arguing the combination would illegally harm competition and create a “media behemoth.” Last month, the Justice Department declined to block the merger in a decision that The Wall Street Journal reported surprised career staff who were leaning toward recommending a lawsuit. In an exit interview with Politico, former DOJ acting antitrust chief Omeed Assefi rejected the report as “not accurate.”
Read Article >Oregon’s Attorney General withdraws effort to delay Paramount and Warner Bros. merger
Image: The VergeOregon Attorney General Dan Rayfield had been seeking documents from Paramount related to its takeover of Warner Bros. Discovery. Rayfield also asked a state circuit court judge to delay the closing of the deal by 60 days so that his office could review the documents. But according to Deadline and Variety, he’s now dropped his civil investigative demand for the records.
Obviously, Paramount is pleased with Rayfield’s decision to withdraw his request, but the AG’s office isn’t exactly satisfied with the outcome.
Read Article >- Warner Bros. Discovery posted a $2.9 billion loss this quarter.
The $2.8 billion breakup fee paid to Netflix makes up most of this loss, but it also includes $1.3 billion in other expenses related to its merger with Paramount. As noted by CNBC, Paramount agreed to cover the hefty termination fee, “but the cost lives on WBD’s books until the close of the deal.”
- WBD’s shareholders yearn for the sweet embrace of David Ellison.
Deadline reports that WBD’s shareholders have “overwhelmingly” voted the sell the legacy studio to Paramount Skydance for $31 per share. Shareholders rejected a proposed compensation package for current CEO David Zaslav that could range from $500-800 million. But Zaslav could still wind up walking away with a lot of money because that vote was non-binding.
- Paramount responds to Hollywood pushback against Warner Bros. acquisition.
In a statement to Deadline, Paramount argues that its merger will ensure “creators have more avenues for their work, not fewer:”
We have been clear in our commitments to do just that: increasing output to a minimum of 30 high-quality feature films annually with full theatrical releases, continuing to license content, and preserving iconic brands with independent creative leadership.
On Monday, more than 1,000 Hollywood professionals signed an open letter opposing Paramount’s $110 billion deal.
- Hollywood actors, directors, and producers sign letter opposing Paramount’s Warner Bros. acquisition.
Ben Stiller, Joaquin Phoenix, Tiffany Haddish, Bryan Cranston, and Lin-Manuel Miranda are among the over 1,000 Hollywood professionals pushing back on the $110 billion deal that they say will “further consolidate an already concentrated media landscape:”
We are deeply concerned by indications of support for this merger that prioritize the interests of a small group of powerful stakeholders over the broader public good. The integrity, independence, and diversity of our industry would be grievously compromised.
- David Ellison’s friends have deep pockets.
While Tencent and Jared Kushner’s private equity firm are no longer contributing to Paramount’s $110 billion bid to buy Warner Bros. Discovery, The Wall Street Journal reports that $24 billion of the proposed deal is still being provided by sovereign wealth funds from Saudi Arabia, Qatar, and Abu Dhabi.
Gulf Funds Agree to Back Paramount’s $81 Billion Takeover of Warner[The Wall Street Journal]
- The Paramount x Warner Bros. deal ain’t done yet.
While Trump’s federal regulators are seemingly in the bag for Larry Ellison’s big dumb gift to his large adult son, The New York Times notes that state attorneys general can sue to block mergers in the US, and EU regulators will have a say since properties like HBO Max and CNN are offered globally.
- Netflix Co-CEO Ted Sarandos says he’s not pivoting to another studio after losing out on Warner Bros.
In an interview with Bloomberg, he explained why he backed out of the deal and said Netflix pursued Warner because it was a unique opportunity. “We definitely wanted this asset. We didn’t need it,” he said, praising its “incredible IP” and long history. But he was clear the plan was to just move on:
Is there a world in which you guys go after another studio in the next 6 to 12 months?
Unlikely. We are builders, not buyers. All that is still true.
So how are you going to use that $2.8 billion?
Just keep investing in the business.
Warner Bros. Discovery agrees to $110 billion Paramount merger
Image: The VergeWarner 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.”
Read Article >Netflix walks away from its deal to buy Warner Bros. after Paramount came back with a better offer
Image: The VergeNetflix 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.”
Read Article >- Warner Bros. says Paramount’s latest offer is superior to its current deal with Netflix.
A four-day clock for Netflix to respond just started, but here are the details of the offer that include a starting price of $31 per share and other assurances, like:
“…a $7 billion regulatory termination fee payable by PSKY in the event the transaction does not close due to regulatory matters, payment by PSKY of the $2.8 billion termination fee that WBD would be required to pay to Netflix to terminate the existing Netflix merger agreement, an obligation of Larry J. Ellison and an associated trust to contribute additional equity funding”
- Paramount CEO David Ellison is Sen. Lindsey Graham’s guest at the State of the Union.
The South Carolina Republican said he’s bringing along Ellison, son of Trump ally and billionaire Larry Ellison, as his guest to the address. Paramount is in the midst of its persistent attempt to buy Warner Bros. Discovery over Netflix — a deal Trump said he’d be involved in before backtracking.
Sen. Lindsey Graham X Post[X (formerly Twitter)]
- Warner Bros. says Paramount Skydance’s new bid might become better than Netflix’s.
Warner Bros. Discovery is telling shareholders it’s “continuing to engage” with Paramount after receiving its latest offer yesterday.
The new bid offers $31 per share, “a daily ticking fee equal to $0.25 per quarter beginning after September 30, 2026,” plus $7 billion from Paramount if regulators block the deal, and $2.8 billion to pay Netflix’s termination fee, among other details. If the board likes this bid better, it says Netflix will have four days to respond.
- Ted Sarandos: “This is a business deal, it’s not a political deal.”
The Netflix boss is apparently not too worried about Trump’s meddling in his company’s attempt to purchase Warner Bros. He told BBC Today that Netflix’s offer left Hollywood with five major studios instead of four, and Trump, “likes to do a lot of things on social media.”
However, on Monday afternoon, Bloomberg reported Paramount Skydance has submitted another competing offer, improving on its previous $30 per share bid.
- DOJ reportedly begins antitrust investigation into Netflix’s merger with Warner Bros.
Bloomberg and Deadline are both reporting that the DOJ has officially begun looking into whether the combination of Netflix and Warner would create a monopoly and hurt competition. Netflix, Warner Bros., and the DOJ have not publicly confirmed the investigation, but Deadline obtained a copy of the Civil Investigative Demand, which reads:
“This civil investigative demand is issued pursuant to the Antitrust Civil Process Act …in the course of an antitrust investigation to determine whether there is, has been, or may be a violation of the antitrust laws by conduct, activities, or proposed action of the following nature: the proposed acquisition of Warner Bros. Discovery, Inc. by Netflix Inc, that may substantially lessen competition, or tend to create a monopoly in violation of Section 7 of the Clayton Act, or Section 2 of the Sherman Act.”
Trump says Netflix will ‘pay the consequences’ if it doesn’t fire Susan Rice
Former Ambassador to the UN Susan Rice at the State Department on September 26, 2023. Photo: Alex Wong / Getty ImagesDonald 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.
Read Article >Warner Bros. Discovery gives Paramount one week to present its ‘best and final’ offer
Image: The VergeAfter 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.
Read Article >- Paramount ups its offer for Warner Bros. Discovery, again.
Now, Paramount is offering to cover the $2.8 billion termination fee that Warner Bros. Discovery would owe Netflix for abandoning the $82.7 billion merger agreement. It’s also tossing in a $0.25 per share “ticking fee” that it would pay shareholders for every quarter its deal hasn’t closed beyond December 31st, 2026.
David Ellison Adds New Sweeteners In Hostile Paramount Megadeal Bid For Warner Bros.[The Hollywood Reporter]
Republicans attack ‘woke’ Netflix — and ignore YouTube
Photo by Kevin Dietsch/Getty ImagesWhen 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.
Read Article >Republicans haul Netflix before Congress for being too ‘woke’
Netflix Co-CEO Ted Sarandos (L) and Warner Bros. Discovery Chief Revenue and Strategy Officer Bruce Campbell testify before the Senate Judiciary Committee Subcommittee on Antitrust, Competition Policy, and Consumer Rights Getty ImagesNetflix 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.
Read Article >What Netflix’s Warner Bros. deal could mean for TVs and remotes
Image: The VergeThis 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).
Read Article >
