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PSKY argues Netflix's proposal faces major regulatory hurdles as WBD holders weigh competing offers.
Netflix's (NFLX - Free Report) proposed $82.7 billion acquisition of Warner Bros. Discovery (WBD - Free Report) faces mounting uncertainty following Paramount Skydance's (PSKY - Free Report) aggressive $108.4 billion all-cash counter-offer announced on Dec. 8, 2025. Netflix's Dec. 5, 2025, agreement to acquire WBD for $27.75 per share in mixed consideration now confronts a superior bid of $30 per share, raising questions about deal completion.
Netflix's transaction structure appears increasingly vulnerable to competitive pressure. The company plans to finance the acquisition while maintaining its debt profile, which was $14.46 billion as of the third quarter of 2025. With third-quarter revenues reaching $11.51 billion and a projected full-year free cash flow of approximately $9 billion, Netflix demonstrated solid operational performance. However, the complex deal mechanics requiring WBD's separation of Discovery Global in the third quarter of 2026 and an expected 12 to 18-month regulatory timeline create execution risk.
Paramount Skydance's intervention fundamentally challenges Netflix's strategic positioning. The all-cash structure eliminates equity volatility concerns and addresses WBD shareholder concerns about receiving a leveraged Discovery Global stub company. More critically, Paramount Skydance emphasized regulatory obstacles facing Netflix, arguing the combination would create a dominant player with 43% global subscription video-on-demand market share across multiple jurisdictions.
The financial implications extend beyond the purchase price. Netflix projected $2 billion to $3 billion in annual cost savings by year three and earnings accretion by year two. Yet Paramount Skydance's regulatory arguments carry weight, particularly in European markets where Netflix and WBD compete as the number one and two or three players. The hostile tender offer expiring Jan. 8, 2026, compresses Netflix's response timeline while Warner Bros. Discovery shareholders evaluate competing proposals. Deal certainty has diminished considerably.
Paramount Skydance and Disney: Rival's Contrasting Acquisition Strategies
Paramount Skydance carries $13.6 billion in gross debt as of third-quarter 2025 while pursuing the $108.4 billion all-cash WBD acquisition, demonstrating aggressive leverage tolerance despite recording a $257 million net loss. Disney (DIS - Free Report) maintains substantially higher debt at approximately $42 billion but prioritizes streaming profitability over transformative acquisitions. Paramount Skydance posted third-quarter streaming revenue growth of 17% reaching $2.17 billion, yet faced operating losses from legacy television declines. Disney achieved fourth-quarter fiscal 2025 direct-to-consumer operating income of $352 million, with combined Disney+ and Hulu subscriptions reaching 196 million. Paramount Skydance targets $3 billion in efficiency savings through aggressive restructuring, while Disney doubled share repurchases to $7 billion for fiscal 2026. The strategic contrast reveals Paramount Skydance's transformation-through-acquisition approach against Disney's organic expansion strategy.
NFLX’s Price Performance, Valuation & Estimates
Shares of Netflix have plunged 21% in the past six-month period against the Zacks Broadcast Radio and Television industry’s decline of 7.7%.
NFLX’s 6-Month Price Performance
Image Source: Zacks Investment Research
From a valuation standpoint, Netflix appears overvalued, trading at a forward 12-month price-to-sales ratio of 8.11X compared to the broader Zacks Broadcast Radio and Television industry's forward earnings multiple of 4.3X. NFLX carries a Value Score of D.
NFLX’s Valuation
Image Source: Zacks Investment Research
The Zacks Consensus Estimate for NFLX’s 2025 revenues is pegged at $45.1 billion, suggesting 15.63% year-over-year growth. The consensus mark for 2025 earnings is pegged at $2.53 per share, unchanged over the past 30 days. This indicates a 27.78% increase from the previous year.
Image: Bigstock
Is NFLX's Bid for WBD in Jeopardy Post PSKY's Hostile Offer?
Key Takeaways
Netflix's (NFLX - Free Report) proposed $82.7 billion acquisition of Warner Bros. Discovery (WBD - Free Report) faces mounting uncertainty following Paramount Skydance's (PSKY - Free Report) aggressive $108.4 billion all-cash counter-offer announced on Dec. 8, 2025. Netflix's Dec. 5, 2025, agreement to acquire WBD for $27.75 per share in mixed consideration now confronts a superior bid of $30 per share, raising questions about deal completion.
Netflix's transaction structure appears increasingly vulnerable to competitive pressure. The company plans to finance the acquisition while maintaining its debt profile, which was $14.46 billion as of the third quarter of 2025. With third-quarter revenues reaching $11.51 billion and a projected full-year free cash flow of approximately $9 billion, Netflix demonstrated solid operational performance. However, the complex deal mechanics requiring WBD's separation of Discovery Global in the third quarter of 2026 and an expected 12 to 18-month regulatory timeline create execution risk.
Paramount Skydance's intervention fundamentally challenges Netflix's strategic positioning. The all-cash structure eliminates equity volatility concerns and addresses WBD shareholder concerns about receiving a leveraged Discovery Global stub company. More critically, Paramount Skydance emphasized regulatory obstacles facing Netflix, arguing the combination would create a dominant player with 43% global subscription video-on-demand market share across multiple jurisdictions.
The financial implications extend beyond the purchase price. Netflix projected $2 billion to $3 billion in annual cost savings by year three and earnings accretion by year two. Yet Paramount Skydance's regulatory arguments carry weight, particularly in European markets where Netflix and WBD compete as the number one and two or three players. The hostile tender offer expiring Jan. 8, 2026, compresses Netflix's response timeline while Warner Bros. Discovery shareholders evaluate competing proposals. Deal certainty has diminished considerably.
Paramount Skydance and Disney: Rival's Contrasting Acquisition Strategies
Paramount Skydance carries $13.6 billion in gross debt as of third-quarter 2025 while pursuing the $108.4 billion all-cash WBD acquisition, demonstrating aggressive leverage tolerance despite recording a $257 million net loss. Disney (DIS - Free Report) maintains substantially higher debt at approximately $42 billion but prioritizes streaming profitability over transformative acquisitions. Paramount Skydance posted third-quarter streaming revenue growth of 17% reaching $2.17 billion, yet faced operating losses from legacy television declines. Disney achieved fourth-quarter fiscal 2025 direct-to-consumer operating income of $352 million, with combined Disney+ and Hulu subscriptions reaching 196 million. Paramount Skydance targets $3 billion in efficiency savings through aggressive restructuring, while Disney doubled share repurchases to $7 billion for fiscal 2026. The strategic contrast reveals Paramount Skydance's transformation-through-acquisition approach against Disney's organic expansion strategy.
NFLX’s Price Performance, Valuation & Estimates
Shares of Netflix have plunged 21% in the past six-month period against the Zacks Broadcast Radio and Television industry’s decline of 7.7%.
NFLX’s 6-Month Price Performance
Image Source: Zacks Investment Research
From a valuation standpoint, Netflix appears overvalued, trading at a forward 12-month price-to-sales ratio of 8.11X compared to the broader Zacks Broadcast Radio and Television industry's forward earnings multiple of 4.3X. NFLX carries a Value Score of D.
NFLX’s Valuation
Image Source: Zacks Investment Research
The Zacks Consensus Estimate for NFLX’s 2025 revenues is pegged at $45.1 billion, suggesting 15.63% year-over-year growth. The consensus mark for 2025 earnings is pegged at $2.53 per share, unchanged over the past 30 days. This indicates a 27.78% increase from the previous year.
Netflix, Inc. Price and Consensus
Netflix, Inc. price-consensus-chart | Netflix, Inc. Quote
NFLX stock currently carries a Zacks Rank #3 (Hold). You can see the complete list of today’s Zacks #1 Rank (Strong Buy) stocks here.