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  Title	Warner Bros. Discovery (WBD) Stock Surges as Paramount's $108 Billion Hostile Bid Challenges Netflix Deal
  ID	29155698
  External ID	6b504ff7393470c646f3cc1e5a6e0cb9
  Author	Shan Ahmed Khan
  Published Date	Dec. 9, 2025, 6:10 a.m.
  Summary	Warner Bros. Discovery (WBD) Stock Surges as Paramount's $108 Billion Hostile Bid Challenges Netflix Deal - TechStock²
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  URL	https://ts2.tech/en/warner-bros-discovery-wbd-stock-surges-as-paramounts-108-billion-hostile-bid-challenges-netflix-deal
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  Content ID	36749828
  Key	9230b79f-9ae5-4369-948a-579f24ce562b
  Content	Warner Bros. Discovery, Inc. (NASDAQ: WBD) is trading like a Hollywood cliffhanger on Tuesday, December 9, 2025. Shares are changing hands around the mid‑$27 range after jumping more than 4% intraday, extending a rally that has seen the stock climb roughly 140–150% over the past year. [1] The catalyst: Paramount Skydance's surprise all‑cash hostile bid of $30 per share, valuing Warner Bros. Discovery at about $108.4 billion including debt and directly challenging Netflix's already‑signed $72 billion cash‑and‑stock agreement for WBD's studios and streaming operations. [2] Below is a detailed look at the latest news, the takeover mechanics, analyst forecasts, and what the current price implies for WBD shareholders. WBD Stock Price Today: Riding a Bidding‑War Wave As of Tuesday's U.S. session, WBD sits around $27–28 per share, up roughly 4–5% on the day and near fresh 52‑week highs. A Smartkarma market‑movers note pegs the price at $27.23, a +4.42% gain on volume of about 165 million shares, with year‑to‑date performance up roughly 147%. [3] An Investing.com report on Benchmark's latest target hike notes that WBD recently traded near $27.6, having already surpassed a prior 52‑week high of $26.10, and marks a staggering ~145% one‑year return. [4] In other words: the stock price has sprinted ahead of most analyst models and is now being priced as a live takeover situation, not a steady‑state media company. Key price markers now in play: Netflix deal value: about $27.75 per WBD share (cash plus Netflix stock). [5] about (cash plus Netflix stock). Paramount Skydance hostile bid: $30.00 in all cash for all of WBD, including the Global Networks unit. [6] $30.00 in all cash for all of WBD, including the Global Networks unit. Current trading price: mid‑$27s, slightly below Paramount's offer but roughly in line with the value of the Netflix package plus the implied value of the spun‑off networks. [7] That spread between the market price and the competing bids is where the entire story – and most of the risk – lives. Netflix vs. Paramount vs. Comcast: How the Battle for WBD Is Structured Netflix's $72 Billion Deal: Studios + Streaming, Not the Whole Company On December 5, Netflix agreed to acquire Warner Bros. Discovery's TV and film studios plus its streaming division (including HBO and HBO Max) for about $72 billion in equity value, or $82.7 billion including debt. [8] Under that deal: Each WBD shareholder would receive $23.25 in cash plus about $4.50 in Netflix stock per WBD share. plus about per WBD share. That values WBD at around $27.75 per share , a 121% premium to its pre‑rumor price in September. [9] , a to its pre‑rumor price in September. WBD would first spin off its global cable networks (CNN, TNT, Discovery, etc.) into a separate company called Discovery Global by 3Q 2026, leaving Netflix to buy the studios + streaming unit. [10] This is a partial breakup: Netflix gets the 'crown jewels' (Warner Bros., HBO, HBO Max, DC, Harry Potter, etc.), while existing WBD investors also end up holding shares in a highly leveraged pure‑play networks company. Paramount Skydance's $30‑Per‑Share Hostile Tender Paramount Skydance, having lost the initial bidding round, went nuclear on December 8 by launching a hostile, all‑cash tender offer for all WBD shares at $30.00. [11] According to Paramount's own tender‑offer filing: The bid values WBD at an enterprise value of about $108.4 billion , a 139% premium to the undisturbed WBD price of $12.54 on September 10. [12] , a to the undisturbed WBD price of on September 10. The deal covers the entire company , including Global Networks – no spin‑off stub left behind. [13] , including Global Networks – no spin‑off stub left behind. Financing is backed by the Ellison family and RedBird Capital, plus debt commitments from major lenders such as Bank of America, Citi and Apollo. [14] Paramount argues its proposal is superior because: It delivers more cash to WBD shareholders versus the mixed cash‑and‑stock Netflix package. to WBD shareholders versus the mixed cash‑and‑stock Netflix package. It avoids leaving shareholders with a separate, over‑leveraged cable network company whose valuation is uncertain. [15] It claims faster, more certain regulatory approval on the grounds that combining Paramount and WBD would create a competitor to Netflix, rather than strengthen an already dominant streamer. [16] Comcast: The Third Suitor in the Background In parallel, Comcast has put forward a third structure: merging NBCUniversal with Warner Bros. Discovery into a new entertainment company. An Investing.com summary of a Bloomberg report notes: [17] Comcast's renewed offer would give it control of the combined entity . . WBD shareholders would receive a mix of cash and stock in the new company. in the new company. Both sides would still proceed with planned spin‑offs of legacy cable channels (Comcast into Versant; WBD into Discovery Global). While Comcast is not in the headlines today the way Netflix and Paramount are, its proposal matters because it increases the likelihood of a prolonged auction – or at least gives WBD's board a credible 'plan C.' Board Response: 'Do Nothing (For Now)' and a 10‑Day Clock On December 8, Warner Bros. Discovery confirmed that Paramount Skydance had launched an unsolicited tender offer for all outstanding shares. [18] In its official statement, the WBD board said: It will 'carefully review and consider' Paramount's offer in light of the existing Netflix agreement. Paramount's offer in light of the existing Netflix agreement. It is not changing its recommendation in favor of the Netflix deal at this time. in favor of the Netflix deal at this time. Shareholders are explicitly advised not to take any action on Paramount's proposal until the board issues a formal recommendation. on Paramount's proposal until the board issues a formal recommendation. WBD intends to file a Schedule 14D‑9 with the SEC and publish its recommendation within 10 business days of the tender's commencement. [19] In short: WBD management is telling investors to sit tight while they use the Netflix contract's terms, break‑up fees, and fiduciary duties as leverage in this three‑way chess match. Politics and Antitrust: Trump, Warren, and Regulatory Risk This story isn't just financial engineering; it's also political theater. Reuters reports that U.S. President Donald Trump has voiced concerns that the Netflix–WBD merger could give Netflix excessive market power, indicating the deal will face intense Department of Justice scrutiny . [20] . Separate coverage notes that Senator Elizabeth Warren has described the Paramount–WBD combination as a potential 'five‑alarm antitrust fire', underlining bipartisan skepticism toward further media consolidation. [21] Paramount insists its deal is pro‑competitive, arguing that combining Paramount+ with HBO Max would create a stronger challenger to Netflix, Amazon and Disney rather than entrench a dominant player. Netflix, by contrast, argues that its competition spans not just streaming services but also platforms like YouTube and TikTok, weakening the monopoly narrative. [22] Whichever bidder 'wins', regulators in the U.S. and Europe are almost certain to drag the process into 2026 and beyond. Analyst Ratings, Price Targets and WBD Stock Forecasts Even before the hostile bid, Wall Street had warmed considerably to WBD in late 2025. The takeover frenzy has only sharpened the focus. Fresh Target Hike to $30 Benchmark just raised its WBD price target from $25 to $30 while reiterating a Buy rating, explicitly citing the upside from the Netflix deal and the Paramount bid as support for a higher sum‑of‑the‑parts valuation through 2030. [23] Other recent calls highlighted by MarketBeat include: [24] Deutsche Bank: Buy, target $29.50 Buy, target Argus: Buy, target $28.00 Buy, target A wave of target hikes in November from Goldman Sachs, Guggenheim, TD Cowen, Raymond James, Wells Fargo, Bernstein, Bank of America and others, mostly clustering in the $22–26 range. Consensus Targets Across Data Providers Depending on which data set you use, the 12‑month consensus target for WBD sits below the current trading price: MarketBeat: Consensus target $22.35 , implying about 18% downside from current levels, with a 'Moderate Buy' rating. [25] Consensus target , implying about from current levels, with a rating. TipRanks: Average target $21.88 (range $14.75–$28.00 ), implying around 16% downside versus a recent price in the mid‑$26s. [26] Average target (range ), implying around versus a recent price in the mid‑$26s. Valueinvesting.io / StocksGuide composite: Average target roughly $23 , with a range from about $10.10 to $31.50 and a consensus recommendation of Hold . [27] Average target roughly , with a range from about and a consensus recommendation of . Benzinga: Consensus target $17.55 across 29 analysts, with the high at $30 (Benchmark) and the low at $8 (J.P. Morgan). [28] The common theme: analyst models built before Paramount's hostile tender generally assumed WBD would trade below both the Netflix and Paramount offer values. The stock's rapid run into the high‑$20s has turned that into a deal‑premium spread, not a traditional value story. Fundamentals and Earnings Outlook: Can WBD Grow Into Deal Pricing? Strip away the drama, and WBD is still a highly levered, low‑margin media conglomerate trying to complete a difficult turnaround. Recent Earnings MarketBeat's earnings compilation shows: [29] Q3 2025 EPS: ‑$0.06, missing the consensus of ‑$0.04 . ‑$0.06, missing the consensus of . Revenue: $9.05 billion, down 6% year‑over‑year and below the $9.17 billion estimate. $9.05 billion, down and below the estimate. Over the last four quarters, WBD has generated about $0.19 in trailing EPS, which gives today's price a lofty trailing P/E of ~143x. Forward Earnings and Cash Flow Analysts nonetheless expect a sharp earnings recovery: MarketBeat's EPS forecast table shows FY 2025 consensus EPS around $0.70 (range $0.64–$0.75 ) and positive EPS continuing into 2026. [30] (range ) and positive EPS continuing into 2026. MarketScreener data suggests a 2025 P/E in the 70–75x range on estimated numbers, falling further in 2026 as earnings normalize, alongside EV/sales of about 2.5x. [31] A ValueSense/earnings summary notes that WBD's box office revenue has topped $4 billion in 2025, with a rejuvenated DC slate (including a new Superman) and a strong 2026–27 film pipeline. The streaming segment is projected to contribute more than $1.3 billion in EBITDA this year, with management targeting over 150 million streaming subscribers by the end of next year. [32] Balance Sheet, Risk Metrics and 'Distress Zone' Signals A GuruFocus analysis paints a mixed but improving picture: [33] Revenue: About $37.9 billion , but three‑year revenue growth is negative (~‑4.4%) . About , but . Profitability: Operating margin 3.7% , net margin 1.3% , gross margin 44% – better than the 2022 nadir but still slim for a heavily indebted media group. Operating margin , net margin , gross margin – better than the 2022 nadir but still slim for a heavily indebted media group. Leverage: Debt‑to‑equity around 0.93 and a current ratio of 1.07 . Debt‑to‑equity around and a current ratio of . Altman Z‑Score: 0.96, which technically sits in the 'distress zone' indicating elevated bankruptcy risk over a two‑year horizon, though that metric is often conservative for large, cash‑generating media firms. 0.96, which technically sits in the 'distress zone' indicating elevated bankruptcy risk over a two‑year horizon, though that metric is often conservative for large, cash‑generating media firms. Volatility: Beta around 2.45, meaning WBD tends to move more than twice as much as the broader market. On the positive side, WBD scores a Piotroski F‑Score of 7 (relatively healthy) and a Beneish M‑Score that suggests a low likelihood of earnings manipulation. [34] In short: there is a real operating turnaround taking shape in film and streaming, but the capital structure is still tight, margins are thin, and the deal premium is doing much of the heavy lifting in the share price. Deal Mechanics: Break‑Up Fees and Shareholder Outcomes The Netflix contract and Paramount tender are wired with financial trip‑wires that matter a lot for WBD holders. From Netflix's merger agreement details via Reuters: [35] If Netflix walks away or regulators block the deal, Netflix must pay WBD a $5.8 billion break‑up fee . or regulators block the deal, . If WBD breaks the deal to accept a competing bid (such as Paramount's), WBD owes Netflix $2.8 billion. For shareholders, the core scenarios now look roughly like this (simplified, and assuming no higher bids emerge): Netflix deal closes as planned You receive $23.25 in cash + about $4.50 in Netflix stock per WBD share , plus shares in the spun‑off Discovery Global networks company. [36] , plus shares in the spun‑off Discovery Global networks company. You stay exposed to streaming through NFLX and to cable networks via Discovery Global, but WBD in its current integrated form disappears. Paramount's $30 all‑cash hostile tender succeeds You receive $30 in cash per share and exit entirely. [37] per share and exit entirely. Netflix collects a $2.8 billion reverse break‑up fee from WBD, and the regulatory battle shifts to the Paramount–WBD combination instead. [38] Both deals fail / regulators torpedo everything WBD stays independent, likely pockets some break‑up compensation from Netflix, but the stock could lose much of its 'takeover premium,' especially given its high leverage and thin margins. [39] Because the current share price is just below both headline valuations, the market is effectively pricing in some chance of a higher bid or improved terms – and some chance that the whole structure comes apart. Key Risks Investors Are Watching Beyond simple 'who wins the auction,' several risks loom large: Regulatory risk: Both the Netflix and Paramount versions of the deal face real antitrust challenges in the U.S. and Europe. A combined Netflix–HBO Max would create a streaming giant with roughly 40%+ of global SVOD share, which analysts and regulators have already flagged as problematic. [40] Both the Netflix and Paramount versions of the deal face real antitrust challenges in the U.S. and Europe. A combined Netflix–HBO Max would create a streaming giant with roughly 40%+ of global SVOD share, which analysts and regulators have already flagged as problematic. Deal fatigue and time risk: Protracted investigations could stretch into late 2026, during which ad markets, box office trends or interest rates could shift in ways that hurt WBD's standalone value. Protracted investigations could stretch into late 2026, during which ad markets, box office trends or interest rates could shift in ways that hurt WBD's standalone value. Leverage and macro risk: With an Altman Z‑Score below 1 and high beta, WBD is exposed to credit‑market stress and risk‑off episodes more than the average S&P 500 stock. [41] With an Altman Z‑Score below 1 and high beta, WBD is exposed to credit‑market stress and risk‑off episodes more than the average S&P 500 stock. Execution risk: Whether in a Netflix or Paramount scenario, integrating massive content libraries, cultures and tech stacks is non‑trivial. Netflix has never done an acquisition of this scale; Paramount would be trying to fix its own legacy business and absorb WBD simultaneously. [42] Bottom Line: WBD Stock Is Now a Pure Takeover Story Warner Bros. Discovery's fundamentals have improved in 2025 – box office is strong, streaming is inching toward sustained profitability, and analyst EPS forecasts finally point upward. But at current prices near the mid‑$27s, the stock is being driven far more by M&A dynamics than by discounted cash‑flow models. The Netflix deal anchors value around $27.75 per share + a spin‑off stub . anchors value around . The Paramount bid lifts the ceiling to $30 in cash and raises the possibility of a bidding war. lifts the ceiling to and raises the possibility of a bidding war. Comcast lurks as a potential third path that could reshape the playing field yet again. [43] For now, WBD trades like what it has become: not just a media company, but the prize in a three‑way Hollywood power struggle, with antitrust regulators and politicians as key supporting characters. References 1. www.smartkarma.com, 2. www.reuters.com, 3. www.smartkarma.com, 4. www.investing.com, 5. www.reuters.com, 6. www.prnewswire.com, 7. www.smartkarma.com, 8. www.reuters.com, 9. www.reuters.com, 10. www.reuters.com, 11. www.prnewswire.com, 12. www.prnewswire.com, 13. www.prnewswire.com, 14. www.prnewswire.com, 15. www.prnewswire.com, 16. www.prnewswire.com, 17. www.investing.com, 18. www.prnewswire.com, 19. www.prnewswire.com, 20. www.reuters.com, 21. seekingalpha.com, 22. www.reuters.com, 23. www.investing.com, 24. www.marketbeat.com, 25. www.marketbeat.com, 26. www.tipranks.com, 27. valueinvesting.io, 28. www.benzinga.com, 29. www.marketbeat.com, 30. www.marketbeat.com, 31. www.marketscreener.com, 32. valuesense.io, 33. www.gurufocus.com, 34. www.gurufocus.com, 35. www.reuters.com, 36. www.reuters.com, 37. www.prnewswire.com, 38. www.reuters.com, 39. www.reuters.com, 40. www.reuters.com, 41. www.gurufocus.com, 42. www.reuters.com, 43. www.investing.com
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