Netflix on Thursday said it was walking away from its bid to buy Warner Bros. Discovery’s studio and streaming business, a move that clears a path for Paramount to press its separate effort to take over all of Warner. The decision came after Warner’s board said Paramount’s newest offer—backed by Skydance—was superior to the agreement Warner had struck with Netflix.
Warner’s board said Paramount’s latest proposal values the company at $31 per share and gave Netflix four business days to come up with a counteroffer. Netflix declined to raise its proposal less than two hours after the board announcement, saying the new price it would have to pay made the deal “no longer financially attractive.”
In a joint statement, Netflix co-CEOs Ted Sarandos and Greg Peters said Netflix believed it “would have been strong stewards of Warner Bros.′ iconic brands,” but said “this transaction was always a ‘nice to have’ at the right price, not a ‘must have’ at any price.” The companies said in the statement that they thanked Warner’s leadership even as the deal shifted out of reach.
A Paramount buyout of Warner would reshape Hollywood and the broader media landscape because Paramount’s offer covers the entire company rather than only Warner’s studio and streaming operations. That includes Warner assets such as HBO Max and titles including “Harry Potter,” as well as CNN and other Warner media holdings. Paramount would be combining those assets with its CBS, “Top Gun,” and Paramount+ businesses, with the outcome still subject to shareholder votes and regulatory review.
The prospect of a Paramount–Warner combination also raises antitrust concerns, alongside questions about political influence in a deal that involves executives with close ties to political figures. Mike Proulx, a vice president and research director at Forrester, said in an email that “Politics are playing an outsized role in this deal, and they’ve been on Paramount’s side from the get‑go,” and that concerns about Netflix owning Warner were “only heightened” by the prospect of Paramount owning all of WBD.
The wire report also described how Paramount’s aggressive push to acquire Warner unfolded after Skydance completed its own Paramount acquisition in a contentious merger. It further said President Donald Trump has a close relationship with Larry Ellison, whose family is tied to Paramount CEO David Ellison, and that Trump had previously publicly criticized Paramount’s editorial decisions at CBS’ “60 Minutes.” The report added that Trump later walked back statements about his involvement in pushing a Warner deal through and continued to say regulatory approval would be handled by the Justice Department.
Democratic lawmakers and antitrust-focused critics warned that a Paramount-Warner takeover could deepen industry consolidation. Democratic Sen. Elizabeth Warren said in a statement that “A handful of Trump-aligned billionaires are trying to seize control of what you watch and charge you whatever price they want,” and she called a potential Paramount-Warner combination an “antitrust disaster.”
The competitive implications have been part of the debate over the competing bids. When Netflix was still in the running, its argument against a Warner-Paramount tie-up was that it would combine two companies with extensive overlap—two legacy studios, two theatrical channels and two major news networks. Separately, the report said executives from both Netflix and Warner argued at a Senate antitrust hearing earlier this month that the companies’ footprint differs in ways relevant to competition.
Warner’s board had previously backed the Netflix deal since December, the report said, and even as it called Paramount’s bid “superior” at a value of about $111 billion including debt, Warner continued to recommend the Netflix agreement until its Thursday update. In a statement Thursday night, Warner CEO David Zaslav said Netflix executives had been “extraordinary partners” and that he wished them “well in the future.” The report said Zaslav also indicated that if Warner adopts Paramount’s merger agreement, it “will create tremendous value,” and that the company is “excited about the potential of a combined Paramount Skydance and Warner Bros. Discovery.”
Paramount has not immediately responded to requests for further comment in the report, but it said CEO David Ellison earlier applauded Warner’s board’s finding of the “superior value” of its offer. The company’s proposal also included terms aimed at encouraging Warner shareholders, including a promise of a previously planned “ticking fee” that would increase payments if the deal runs past the end of the year, and a regulatory termination fee of $7 billion, according to the report.
The reporting also noted that Paramount’s bid requires taking on billions of dollars in debt to finance its offer, a factor critics have said could raise the risk of restructuring later. It added that foreign sovereign wealth funds provided equity for the offer, which drew further scrutiny as regulators prepare to review any proposed transaction.